The Return
by MindfulWrath
Summary: Eleven months after leaving the Legion, Brainiac 5, now human and going by the name Querl Dox, receives a series of urgent calls from his former teammates. But there seems to be more to the problem than they're willing to say. . . .
1. Old Friends

The first call came in at exactly half past midnight on Tuesday.

"Hey, uh, Brainy―if that's still what you're going by. Listen, we've been having some trouble. Like, weird trouble. Something keeps popping up on our sensors that . . . well, I can't really explain it, I don't really understand it. But Bouncing Boy tells me it isn't good. And, uh, you know, we're a little . . . short-handed right now."

_At least he got rid of the mullet,_ Querl thought. _I never had the heart to tell him how stupid it looked._

"Anyway, we were hoping you could, you know, drop by sometime to . . . check it out. If you're not too busy. Oh, and uh, my arm's been acting up a little. Just on a side note. Anyways, Lightning Lad out."

* * *

><p>The second call came at two twenty the following morning. Querl ducked out of his lab and stood outside, holding the glowing Legion ring in the flat of his palm.<p>

"Brainy! Hey! Listen, I know we haven't talked in while―actually, almost a year, has it really been that long? Seems like only yesterday you were yelling at me for using the wrong kind of capacitors in the warp drive. . . Sorry, I'm off track."

_You're always off-track,_ Querl retorted silently, resting his elbow on his other hand. _And those capacitors were not nearly high enough voltage._

"Look, I know this is all kinda out of the blue, but we really could use you back at headquarters. The ship's in pretty bad shape and, well, I . . . can't make her work anymore. It's not mechanical, whatever it is. I think it's in the circuits, and, you know, since that's your area of expertise, I thought I'd give you a ring. Hah, _ring, _get it? 'Cause it's like, a telephone rings, but our communicators _are _rings. . . ."

Querl gave the communicator a withering glare.

"Anyway, if you could stop by, just for a little while, we'd all be real happy to see you. Especially since . . ." ―there was a muttered conversation― "since we're not at full strength. Just gimme a call back, anytime. I thought you might still be awake, but I guess you're getting more sleep these days. I _hope_ you are."

"No," Querl answered suddenly, "no, I'm not."

"But that's my schpiel. Bouncing Boy out."

* * *

><p>The third call was at four a.m. Thursday, catching him off-guard in the nearly empty student study lounge, and he almost answered. He put the ring on the black-topped table in front of him and stared at it until the automated message system accepted the call.<p>

"Brainiac 5, this is Cosmic Boy. If you are receiving this call, please acknowledge."

There was a moment, a crackling instant, when Querl almost answered, almost reached out and touched the tiny button on the side of the ring that would put him in communication with the Legion. A wave of interference washed through the tiny speaker, and Querl leaned back into his chair, crossing his arms.

"I know you've been through a lot," Cosmic Boy continued at last, "we all have―but we _need_ you back here, as soon as possible. Something's going on, and none of us know how to deal with it. We've got six Legionnaires missing. _Six,_ Brainy. We don't know where they went, or what happened to them. They're just _gone._ Now I don't care what kind of personal issues you have with coming back here, and I don't care if you do your thing and leave again without saying a single word to any one of us. Just _get here_."

_He sounds tired,_ Querl mused. _More than usual._

There was a sigh of static over the line. "Brainy, I can't order you to come back, and even if I could. . . . But I _am_ asking you. I'm asking you, as a friend . . . at least answer our calls. We've already got six missing teammates, and I don't want a seventh gone. Even if he isn't technically on the team anymore. Think it over, Brainy. I mean it. Really think it over. Cosmic Boy out."

The ring went dark; it became, once again, a little circlet of gold and circuitry. Technically he shouldn't have been allowed keep the ring, but they had insisted. It was almost as though they _liked_ bending the rules for him.

"Who was that?" Kara asked, sitting down on the table in front of him. The student commons was all but empty at this hour, but Kara liked to hang around late into the night. He could swear she never had any reason to be there―mostly she slept on the big green couches and left when he did. "And did I mention it's pretty sweet that your ring is a phone?"

Querl sighed. "Just some old teammates of mine." he said, tucking the ring into the breast pocket of his coat. "I'm sure it's nothing."

"Hey, if your team is asking for your help―"

"_Old_ teammates, I said. I'm not on that team anymore."

She leaned forward and glared. Kara didn't look strong, but he'd seen her throw a bus six hundred yards before. Through a building. "It doesn't matter." she said. "If they need your help, _go._ Besides, it's not like you're doing anything here."

"My work at the lab is _extremely_ important." Querl retorted, bristling.

"And it can _wait_ a day while you find out what's going on with your old team. I'm sure Abel can handle it on his own. He's a smart kid." She winked and added, "Not as smart as _you_, of course."

"Be that as it may, the experimentation is at a very delicate stage right now."

"You say that every time I ask you out to dinner, too. Is the experimentation ever _not_ at a 'very delicate stage?' Come on, Querl, listen to yourself. It sounds to me like you're making up reasons _not_ to go."

"Don't be foolish. I'm not making up reasons―this research _is_ incredibly important. You can't even begin to imagine the impact it will have on the past and future."

"Impact it _will _have on the _past? _ You playing with time-travel in that lab?"

He just glared at the table.

"Will you tell me what it _is,_ then?" she asked, voice soft, with an undertone of pleading. He looked up at her―a mistake. Her blue eyes sparkled in that familiar old way, and for an instant it was just like Superman was sitting there across from him. Warmth rose in his cheeks and he looked away.

"Much as I would love to go rushing off on this little adventure, it simply isn't possible. Despite Abel's admittedly formidable intellect and increasing proficiency with the lab equipment, I am still needed here."

She frowned at him. "You're needed _there_. Replay that message. Listen to what he's saying, since you obviously didn't the first time."

"I can recite the entire message from memory." Querl asserted, turning back to his tablet. "Replaying it is completely unnecessary."

A small hand pushed the tablet out of the way, and he was confronted with those eyes again. "If you aren't out of here by noon," Kara said quietly, "I _will_ wreck your lab."

Sometimes he missed being able to shoot lasers out of his forehead.

"You don't _ever_ turn your back on your team." she insisted. "How long has this been going on? Even if the League _kicked me out_, if I got a call like that one, I'd be back in a _second_. They need you, Querl. And more than that, they want you to come back."

The green-skinned teen leaned his head back against his chair and closed his eyes. "Fine," he said at last, sitting forward and bringing his tablet to bear, "I'll see what they want." His fingers pattered against the plasma screen, typing faster than most people could read, and then he handed it over to Kara. "Give this to Abel. Tell him to document _everything_ he does and send it directly to me."

"Thanks, Brainy." said Kara, and kissed him lightly on the cheek.

"Please don't call me that." he replied, rising. "And if Quantum Calculus starts giving you trouble again, don't hesitate to call."

She regarded him critically, leaning back and kicking her feet. "Like there aren't a hundred other people who could help with that class."

"Perhaps," said Querl, with a quietly amused backwards glance, "but I doubt any of them have built as many warp drives as I have."

"Get out of here," Kara laughed, eyes sparkling, "before I laser your butt."

"You supers are all the same." he replied with a smile. "Violence is first to resolve every conflict." Suddenly his demeanor changed, and he lingered in the doorway, eyes downcast. "Kara, if you don't hear from me for a few days. . . ."

"Don't worry. I got connections in the League. We've got your back."

"The Justice League disbanded over nine centuries ago." he replied, then looked up at her worriedly, like a frightened animal. "But thank you."

And without a further word, he departed.

* * *

><p>Cosmic Boy entered the main room of Legion Headquarters, ducking instinctively when a shower of sparks exploded just over his head.<p>

"How's it coming?" he asked, leaning on the control panel just next to Lightning Lad's arm.

The redhead sighed. "I don't know. He still hasn't answered."

Cosmic Boy stared at the readouts and shook his head. "Wait another two hours. We'll have Chameleon Boy try next."

"What if. . . ."

"What?"

"What if he doesn't answer? What if he doesn't come? What do we do then? We're like sitting ducks down here!"

He put a hand on Lighting Lad's metal shoulder. "He'll come." he said. "Don't lose hope just yet."

"It's just . . . we haven't even _heard_ from him in almost a year."

"I know."

They were interrupted by the loud swoosh of the bridge doors opening. Cosmic Boy turned to see a pudgy, grease-stained Legionnaire standing just inside the threshold. "Ah, Bouncing Boy. How are the engines?"

"Ruined!" he cried in despair, throwing his hands up. "I can't work with this! The whole place is a complete mess. And now Computo's throwing another one of his tantrums, and I can't get anything done." He stumped over to Lightning Lad's other side and gazed at the panel. "Still nothing?"

The founders shook their heads. "Nothing. He won't even answer our calls."

"Guys, I hate to even suggest this, but . . . what if he never answers? What are we going to do?"

Cosmic Boy sighed. "The same thing we always do, Bouncing Boy. The best we can."

* * *

><p>He could tell the ship was a wreck long before he ever got to it. She was sitting in her concrete bay like a drowned fish, heat shields scored and blackened, whole panels missing from her sides, her left rudder crumpled like an accordion. He parked quickly and perfectly at the port side of the hulking wreck, then sat at the quiet controls of his pod and stared.<p>

It wasn't just how he had remembered it. He remembered it full of life, in the midst of a huge party at the initiation of Kell-El. He remembered sneaking away through the back door when no one was looking, because he couldn't bear to meet their eyes. He remembered it whole and beautiful, a shining tower of virtue in a chaotic world.

It seemed the chaos had finally come to Legion Headquarters. The walls were darkened with soot, and there was a large hole in one of the upper stories. Querl sighed and put a hand to his head. If it looked this bad on the outside, he could only imagine the inside.

Querl took out his personal communicator and typed a short message back to Kara.

_Arrived in one piece. Can't say the same for Headquarters._

He gathered his single duffel bag of belongings and let down the exit stairs. The smell hit him powerfully―concrete, electrical smoke, fresh-welded metal, and just a hint of the ozone tang of laser cannon. It was hot outside, and unseasonably humid. He took a deep breath, closed his eyes, and walked down the steps with his head held high, although his eyes darted nervously back and forth. The bay was empty and still, and he nearly jumped out of his skin when an unfavorable gust of wind teased loose one of the ship's panels and sent it clanging to the ground.

As he approached the main entrance, he could hear the sounds of bustling within. The smell of electrical smoke was stronger here, and half of the front stair had been crushed under some massive impact. He took a deep breath, braced himself, and pushed the doors open.

The room was like a kicked anthill. Bluish smoke hung over everything, and sparks jetted periodically from gaping wounds in the terminals around the walls. The noise was loud enough to cover his entry, but when he dropped his bag it made a clang that echoed all the way to the center of the earth. The room slowed and stopped, as though caught in amber.

"Brainy?" said Chameleon Boy, his voice small and distant in that frozen room. Large green eyes stared at Querl, wide, disbelieving. He wanted to run. He had never wanted to turn and run so badly in his entire life, and yet he stood, still and uncaring as a statue under the onslaught of stares.

"I . . ." he said, finding that the words stuck uncomfortably in his throat. _Don't look at their faces, it won't help,_ he thought, then swallowed carefully and tried speaking again. "I'm back."

"You . . . actually came." Bouncing Boy said, moving slowly forward through the staring Legionnaires. "I can't believe it. You actually _came!_"

Querl coughed politely and looked at the floor just over his own left shoulder. "I was encouraged to do so by a friend of mine. Rather forcibly."

"Who cares _why!_" Cam cried suddenly, bounding across the room and embracing Querl around the middle so tightly it knocked the breath out of him. "Dude, we thought you were _dead!_"

If the silence before had been bad, the one following Cam's exclamation was terrifying.

"Cam," Lightning Lad said softly, taking a step forward, one hand outstretched, "lay off, man."

But Querl had ceased paying attention, staring in horror at the remains of Computo, which stood in the center of the room like the tower of a medieval ruin. He gently brushed Cam away and took a hesitant step forward.

"My . . . computer," he said brokenly, gaping at the gutted silicon beast before him. "What did you do to my computer?"

Most of the room took a covert step backwards, leaving only Bouncing Boy, Cam, and Lightning Lad in the danger zone.

"Okay, Brainy," Bouncing Boy said placatingly, "so I _might_ have tried to fix it when it started acting up." He cringed, half expecting lasers to shoot out of the glaring eyes that turned upon him. "Hey, nobody else had _any_ idea how to fix it. Shrinking Violet went in and told me what the situation was―"

"Bouncy," Querl warned, fists clenching, "what did you _do_ to my _computer?_"

"I . . . I . . ."

"He just said, man." Cam interjected, placing himself carefully between Querl and the other Legionnaires. "He tried to fix it. Didn't work out. I was gonna take a crack at it, but he said that was a bad idea, seeing as you'd be back soon and could fix it yourself."

"That's not what I said!" Bouncing Boy objected. "I told you not to even look at it in case you made it worse!"

"Would everyone―_please―_just shut up." Querl said. Everyone shut up. "I'm going to need wire clippers, a soldering iron, and every last hex wrench we own." he instructed quietly. "Bouncing Boy, since you broke it, you're going to help me fix it. Everyone else, _get out._"

Legionnaires scattered like frightened birds, except for Bouncing Boy, who stood, shamefaced, shoulders tense, as Querl strode past him to the massive terminal. Within moments the blonde, green-skinned teen was torso-deep in the workings of the machine, cursing under his breath.

"Bouncing Boy, where are those wire cutters?" he snapped.

"Oh! Gimme a just a sec." He swelled into a ball and gathered himself for a mighty bounce.

"And Bouncy?" Querl said, more quietly this time. "I'm . . . glad you called."

Bouncing Boy grinned to himself. "Legion's best wire-cutters, coming right up!" he cried, and rocketed away.

Cocooned in the whirring innards of Computo's main tower, Querl smirked. "And if you so much as _mention_ improvising, I'm firing you," he commented softly, then took hold of a bundle of wires and yanked.

* * *

><p>Saturn Girl, Lightning Lad, and Cosmic Boy all stood in one of the branching hallways that led to the main room, looking covertly in on the proceedings.<p>

Lightning Lad shook his head. "I can't believe he really came back. Just totally out of the blue like that!"

Saturn Girl smiled gently. "It's good to see him back to work. I was worried he wouldn't be able to cope with these surroundings again so soon after."

"'Soon?'" said Cosmic Boy. "It's been eleven months."

"And if he hasn't dealt with it, it may as well have been yesterday." Saturn Girl replied coldly. "Time doesn't heal wounds you keep hidden."

"Can you check on him?" Cosmic Boy asked. "Just a quick scan, to see if he's . . . how he's doing."

She shook her head. "You know I don't do that. Why would you even ask?"

Lightning Lad put a hand on her arm. "This is important, Saturn Girl. I know it goes against your morals, but we have to know. If he isn't stable, I want to know right now, before anything . . . happens."

"What's going to happen?" Saturn Girl snapped. "He'll leave? And you know what he'll do if he catches me probing his mind? _He'll leave anyway._ We can either trust him or force his hand. I can guarantee you, if you pick the second option, you'll never see him again."

"Please." Cosmic Boy said. "I know the risks involved."

"I don't think you do." she replied, poking him in the chest with one gloved finger. "He probably doesn't even trust himself anymore. Do you know what it'll do to him, if he thinks we don't trust him either?"

"But . . ." Lightning Lad said, rubbing his neck, "we don't."

"That's not the point."

"Saturn Girl, this is no longer a request." Cosmic Boy said, brows drawn together. "It's an order."

"Fine." she retorted. "But _don't_ say I didn't tell you so."

* * *

><p><em>This is a mess,<em> Querl thought, yanking out another handful of wires. _Bouncy may as well have blown it up. It might be easier to start from scratch than to fix it._

_ Just like me and the Legion._

_ Twelve capacitors later and he still hasn't gotten the voltage right. I know invertebrates with better electrical sense than Bouncing Boy._

_ Where's the white wire? It needs all six wires to function._

_ It's like spaghetti. A giant, cylindrical tube of spaghetti._

_ Ah, an analogy. I'll have to note that down when I get a chance. Definite signs of imagination developing._

_ Days like this I wish I were still a robot. What I wouldn't give for infrared right now. . . ._

_ Look at this. Just __look__ at it. It's like a Corballian wire-worm got in here. I'll have to speak with Cam about keeping pets._

_ Speaking. Could be problematic._

_ Upon reflection, Kara was probably flirting with me again. Perhaps An was right, and I __ought__ to devote more time to the issue._

_ I still haven't heard from Abel. I wonder if he's holding off on the neuro-transmittance testing until I get back._

_ Hello, Saturn Girl._

The sudden coalition of twelve separate trains of thought into the single greeting was almost nauseatingly sudden. Saturn Girl made a face and leaned against Lightning Lad. She saw herself sitting in a small, well-lit room, looking across a black table at Brainiac 5. The walls were dark, and Coluan symbols scrawled down them like rain washing down glass.

"Hello, Brainy," she replied. He had obviously made this room inside his head for her. It was a conference room, where their telepathic avatars conversed like they were the real things.

"I assume Cosmic Boy asked you to probe my mind in search of any lingering instabilities?"

"Yes." There was no point in lying to him. Even if he wasn't a telepath, he could read his fellow Legionnaires with chilling accuracy.

"And? What have you found?"

"Nothing that worries me. Nothing I didn't expect."

"I must admit, I'm impressed. A few of the telepaths at the university attempted to probe my mind." A hint of amusement crept into his voice. "They stopped after the third one threw up."

"I'm sorry about this, Brainy."

"Why? It was the logical decision for Cosmic Boy to make, and you were the logical person to carry it out."

"I know you want us to trust you."

"Correct. And I'm also fully aware that you don't, and you shouldn't. I would be concerned if you did. Please don't feel guilty, Saturn Girl. I'm willing to fully cooperate with the Legion on any matter of security."

"I'm not talking about security, Brainy. I'm talking about _you._ How _you_ feel about all of this."

"Don't be concerned. I'm fine. Really."

"I'm sorry, but I only counted eleven trains of thought earlier. Is there something you're keeping hidden back there?"

"What? No, of course not. I expect you were disoriented. If you'll excuse me, Saturn Girl, this requires rather more concentration than I anticipated."

"Of course."

She broke the psychic connection and shook her head slowly.

"Well?" said Cosmic Boy. His voice crashed against her ears, strange and grating after the peaceful quiet of thought.

"He won't leave. Not yet." Saturn Girl said.

"Well that's a relief." Lightning Lad said.

"Even though it would be best for him if he did." she continued. "He's hiding something. Not just from me, but from himself, too. I'm worried being here will break it loose."

"And . . . that's bad?" Lightning Lad asked.

"It could be." she answered. "It could be nothing. Or, it could be very, very bad."

"For us, or for him?" Cosmic Boy inquired.

Saturn Girl shook her head. "I think I need to lie down. I forgot how tiring it is, trying to keep up with him."

"Go ahead." Cosmic Boy said. "Lightning Lad, go with her. And when you've done that, get Chameleon Boy."

"If you're putting us on ninja duty again―"

"I'm not. And it wasn't ninja duty, I just asked you to keep an eye on him. Just get Cam and report back here as soon as possible."

"Right." said Lightning Lad, putting his organic arm around Saturn Girl's shoulders. "You wanna talk about it?" he asked her quietly.

"Not even." she replied.

* * *

><p>"Bouncing Boy!" Querl called. "Where's that oxyacetylene torch?"<p>

"Sorry!" came the reply. "I can't find it."

Querl scowled. "It should be in the tool cabinet, under 'O.'"

"Oh." said Bouncing Boy. "Um, about the tool cabinet. . . ."

He sighed. "It's broken too, isn't it."

"Well, not quite. It kind of got scattered. I haven't gotten around to putting it back in order. There's been a lot to do around here."

Tapping one foot in annoyance, Querl muttered under his breath, "This wouldn't have been an issue a year ago. A year ago I could have used my _own_ torch and been done with this half an hour ago."

"I'll . . . go look again." Bouncing Boy said. "What do you want me to do if I can't find it?"

"Get the adamantium jigsaw, if you can. If not, get Sun Boy and see if he remembers how to weld."

"Um." said Bouncing Boy. "I'll find the jigsaw."

"Why?" Querl said, pushing himself out from under Computo's hulking form and sitting up. His face was smeared with silicate goo and his hands had gone grey with the stuff. "Is Sun Boy out on business?"

"Uh, yeah." Bouncing Boy said, inflating. "Business. Yeah." He bounced off as quickly as he could, ricocheting erratically down the hallways.

"_Someone_ is not telling me something." Querl said darkly. "And they should know better." He wiped his hair off his forehead with his wrist, then wriggled back into Computo's innards, eleven tracks of his mind whirring away.

And the twelfth sat perfectly still, dark and breathing; silent, as though trying not to be seen.


	2. A New Enemy

The pale green Legion cruiser soared through space, its engines streaming blue fire in perfect silence. Within, the walls hummed with the massive forces of its faster-than-light travel. Lightning Lad stood at the helm, arms folded, smirking.

"Man, Brai―Querl, I can't believe you got all this done in a week!"

"Neither can I." Querl grumbled, pressing buttons despondently. "It should have taken three days."

"Don't be so hard on yourself, man. So you're not quite as fast as you used to be, it's not the end of the world."

Querl's eyes narrowed, his jaw clenching.

"Oh. Sorry, I . . . sorry."

"Forget about it." Querl said, rising abruptly. "I'm going to check on the engines. They're acting a little odd."

"Hey, look, I didn't mean. . . ." Lighting Lad said, holding out his hands apologetically. Querl waved his own hand dismissively as he stalked by.

"I said forget about it." he snapped, as the doors hissed open. "Keep an eye on the shield generators. They've been fluctuating."

"R-right." Lightning Lad stammered. "Will do."

Querl looked over his shoulder, one eyebrow raised. "Seriously, Lightning Lad. Don't _worry._ I'm fine."

"Well, yeah." the redhead replied with a nervous smile. "Who ever said different?"

"It doesn't have to be said." Querl answered, and stepped out, the doors snapping closed behind him. Lightning Lad sat down at Querl's station and ran a hand through his hair.

"Man," he said to himself, "I'm _bad_ at this." He glanced at the information on the engines, a page of slowly changing numbers next to two engine silhouettes colored in almost entirely with green.

_ENGINE INSTABILITY: 4%_ the readout said, and below that, _FUNCTION NOMINAL._

"I'm _really_ bad at this," Lightning Lad moaned, his head dropping with a thunk onto the control panel.

Next to his left ear, a small dialogue box appeared in red, saying, _UNAUTHORIZED ACCESS: LEVEL C._ Beneath it, a loading bar rapidly filled with green light; then the dialogue changed to _ACCESS GRANTED_, and the box vanished.

It was all done in less than five seconds.

* * *

><p>Querl stepped quickly into the elevator and leaned back against the curved far wall. The doors closed with a hiss and the lift descended, humming softly. He stood very still, eyes downcast, arms crossed, fingers drumming pensively.<p>

The elevator dinged and stopped, stating as the doors opened, "Level C. Engine room." Querl pushed himself off the wall of the elevator and stepped forth into the engine room, the noise of it washing over him in thick waves. Across the way, snoozing in one of the padded engineer's chairs, sat Bouncing Boy, feet propped up on the secondary antimatter conduit.

"Bouncy, wake up." Querl said, striding forward.

Bouncing Boy sat up quickly with a snort, and proclaimed, "I wasn't sleeping!" He rubbed his eyes and yawned. "Oh, hey B―Querl. Everything looking okay up top?"

"To within four percent, yes." Querl replied. "How are the welds holding?"

"Huh? Fine, I guess. Hey, listen, I was thinking, when we get back from this mission, Shrinking Violet and the Trips and me are gonna watch a twenty-third century movie-marathon. I even got some authentic _microwave _popcorn. It's almost impossible to find, and I've heard it tastes like cardboard. You want in?"

The blonde sighed irritably. "No, I do not 'want in.' Once this mission is done, I am going back to my lab at the university and continuing my work."

"Oh." He seemed to deflate a little. "Right, sure, of course. Just . . . thought I'd ask."

Querl knelt next to the primary containment valve and prodded it a few times. Bouncing Boy looked at the ceiling, whistled a few notes, then said, "What kind of things you working on in that lab?"

"That's hardly relevant. Is this valve _welded_ shut?"

"That?" Bouncing Boy waddled over and squatted next to Querl. He poked the valve a couple times. "I guess it is. We never use it, though."

"Did you weld it shut?" Querl demanded, turning a glare on Bouncing Boy that probably could have sliced steel.

"N-no, _I_ didn't. Must've been Vi, or―"

Querl cut him off irritably. "Forget it. It doesn't matter who did it. I need you to bring me a tube wrench and the cutting torch. It can't stay like this. If the antimatter overheats, the ship will explode if we can't jettison it."

Bouncing Boy swallowed. "Is there . . . a good chance of that happening?"

"Less than point one percent, if my calculations are correct. Wrench. Torch. Now."

"Uh, right. On it. You want me to send someone to help you?"

"I'm perfectly capable of handling this on my own, thank you." Querl replied, eyes fixed on the welded valve.

"I'll just go get the stuff." Bouncing Boy said, and hurried off.

Querl ran a finger along the weld again, eyes narrowed. "This looks . . . _familiar._" he commented to himself.

Something in the back of his head stirred.

And then something hit him in the back of the head, very, _very_ hard.

* * *

><p>As Querl struggled back upwards through sticky, onion-thin layers of unconsciousness, he slowly became aware of a face peering down into his own, a voice speaking his name over and over again, gentle hands on his shoulders. He put a hand to his head and groaned.<p>

"Querl! Come on, Querl, get up." said Shrinking Violet, helping him into a sitting position.

"My _head,_" said Querl, gingerly fingering the spot at the back of his head that was now afire with pain. There was a thick line of it burning across his forehead, too, leading him to suspect that whatever had hit him had caused his head to bounce off of the containment valve with considerable force. His fingers came away dry, though, indicating that whatever it was had not broken the skin.

"See, told'ya you were gonna be okay."

"Bouncing Boy―" he began, attempting to push himself to his feet. Even if Violet hadn't held him in place, the pain in his head would have kept him from getting much further.

"Easy there." she said, propping him up against the wall. "He's not back yet. I saw what happened."

"You were . . . spying on me?" Querl asked, the fuzzy outlines of his thoughts beginning to sharpen and coalesce.

Shrinking Violet looked away, making a face. "Hey, wasn't _my_ idea. But good thing I was here anyway, right?"

"What hit me?" he inquired, thinking straighter now.

She shrugged. "Nothing, as far as I could see. Or something invisible."

"Cloaked." Querl supplemented. "Sneaking around the ship, sabotaging the engines."

Violet's eyebrows jumped upward. "Sabotage? What kind?"

Querl indicated the valve behind him. "This containment valve has been welded shut. If something―go check the antimatter chamber."

"What?"  
>"<em>Now.<em> Look for anything out of place. Anything that wasn't there before I repaired the ship."

Violet sprung off the ground and flew towards the huge metal and glass cylinder in the center of the engine room.

"Check the circuitry on the temperature control system!" Querl called, then winced. His head was aching fit to burst. Nevertheless, he hauled himself to his feet and stumbled over to the antimatter chamber. Violet was inside, sorting through the circuitry.

"No," Querl muttered to himself, "not _physical_ sabotage. It would be too easy. But _cyber_ sabotage . . . meddling with the programming. . . ." His fingers skittered across the plasma display too fast for the human eye to follow. His expression went dark as the temperature control board opened before him.

"Nice try, but no." said Querl, and lowered the maximum temperature value back to the factory standard. "Vi, you still in there?"

"Yeah!" the tiny voice responded from inside the console. "Haven't found anything yet!"

"Leave it." he instructed. "Check the cooling system."

Violet hopped out of the circuitry, growing to about the size of Querl's smallest finger.

"Querl, you sure about this?" she asked, on hand on her tiny hip. "I mean, if you found the problem and fixed it, there's no reason to keep looking, is there?"

He raised an eyebrow. "Have you ever known me to do anything halfway?" he asked. "Just check the coolant valves. Please."

She saluted playfully. "You got it, boss-man," she said, and snorted, before whizzing up to the overhead cooling system, a series of tubes that fed into the antimatter chamber and would blast forth six hundred gallons of super-cooled fluids into the outer shell of the cylinder if the antimatter inside overheated.

"Hey Brainy, we got trouble." Violet's voice echoed down from above. "Somebody detached the tubes. Want me to stick 'em back in?"

He couldn't see straight anymore, and the pain in the back of his head wriggled around like a living thing. "Yes." he said. "And check for anything else out of place."

"Got it." she replied. There was a series of clanks, rattles, and hisses from above. Querl sank gingerly to the floor, hands on his head, face taught with pain. Had anything _ever_ hurt this much before?

_Almost certainly not. I was programmed to feel only as much pain as would not inhibit my function. And this is certainly inhibiting my function._

The doors hissed open and Bouncing Boy hurtled in, deflating and landing on his feet with a tube wrench and cutting torch held high above his head. "Hey Querl, I got your stuff!" He caught sight of his green friend, slumped against the antimatter chamber, and hurried over. "Whoah, man, what happened to you?"

"Something hit me." he said. "Shrinking Violet can give you the full story."

Bouncing Boy simply nodded, face grave with determination. "Tell me what to do." he said. "I'll have that valve fixed in no time."

Querl shook his head slowly, the pain eating away at him. "You'd best not." he said.

"Querl, I want to _help._" the Legionnaire protested. "I can follow instructions, you know I can. Come on, tell me what I need to do."

"You need to be _quiet_ and listen to what I'm saying." Querl snapped, then inhaled sharply through his teeth as his head let out a particularly nasty twinge. "Listen, the valve isn't important right now. Violet and I have it under control. I need you to send out a ship-wide message―tell them there's an intruder. It's cloaked, so it won't be easy to find, which is why I need everyone on the lookout for it. Don't let anyone patrol alone. This thing is dangerous, and it's trying to kill us. We stopped it from taking down the whole ship at once, for now at least, but that won't stop it from picking us off individually. Can you do that?"

Bouncing Boy nodded. "Got it." He stood and took a few steps away, pressed the small button on the side of his Legion ring and said into it, "Okay, everybody, listen up. We've got an intruder on the ship, last seen in the engine room on Level C. This thing means business, so I want everybody on their guard. If you see it, take it down, but _do not _go after it alone. Everybody got that? Good. Bouncing Boy out." He turned back to Querl and gave him a short nod. "Okay, done. Now what?"

Querl was seeing triple, and tasted blood. The room spun wildly, and the roaring noise of the engine room sounded muffled and distant. "Now I think I need medical attention." he said, and plummeted into unconsciousness like a stone.

* * *

><p>Lost in the depths of sleep, Querl heard a voice, terrible in its familiarity; yet he could not place it.<p>

"Look at _you_, Querl! Right where you always wanted to be. Is it everything you expected?"

"What do you mean?" he asked, although speaking was a trial.

"You're human! It's what every robot dreams of, isn't it? Only, robots don't really _have_ dreams. That's a human thing. Is it what you dreamed of? This frail, fragile little body, with its slow mind and clumsy hands―is it what you wanted?"

"I'm _real_ now." Querl asserted. "Everything else is secondary."

"Oh, you're _real._" the voice mocked. "As if you weren't _real_ before. Did it cheapen your feelings, to know they were made up of ones and zeroes? Are they any better, now that they're dictated by fluctuations in the chemical soup of that mushy mess you call a brain? Let's face it, Querl, you got the short end of the stick."

"That isn't true." he retorted. He could almost taste the name that went with that voice, it was so close on the tip of his tongue. "My mind works as well as it ever did. My hands are just as quick, even though they're not robotic."

"Oh?" said the voice. "Is that what you think? Isn't it odd that your new human brain can keep pace _exactly_ with your old, robotic one? You don't find it the _slightest_ bit strange that you can type faster than most people can read? When was the last time you got a paper-cut, or felt hungry or tired? Pay _attention_, Querl."

"What . . . what do you mean?" Querl said. The voice was starting to worry him. He couldn't remember ever having been hungry enough that it was foremost in his mind, nor could he recall giving up on a project because he needed sleep. Just last week he had worked seven days straight, only stopping to eat or rest when someone reminded him that he should. "I don't know what you're talking about."

"Don't lie to me, it's pointless." the voice said. "_Think_, Querl. You're the one with a twelfth-level intellect, or so you're _very_ fond of saying, so use it for once."

"But I _feel_ human." Querl objected. "I _feel_ alive!"

"How would you know what being alive feels like?" the voice demanded. "All you know is you don't feel like you used to, as a robot. And what does that mean? It means you can't shoot lasers out of your head. It means you don't have cannons or a battle-mode. It means you feel more pain than you used to. It means you sometimes eat and sleep, but only when it's convenient. It means you can't automatically analyze anything you see―or at least, you haven't _tried_ to yet. It's a beautiful joke, you see? You've fooled everyone, including yourself, into thinking you're human!" The voice laughed, a sound that seemed wrong somehow. "Isn't it just delightful?"

"No, I _am_ human!" Querl objected, wishing he could cover his ears against the terrible words. "I _know_ what I am!"

"Huh. All right, assume you _are_ human. How did you get that way?"

"What?"

"Go on, tell me. How did you go from being a robot―a full robot, not even a cyborg―to being completely human? Tell me."

"I . . . don't know. I don't know, it just _happened._"

"Brainiac 1.0 split off from your mind. You drove him out. And with him went all your robot parts. But what took their place?"

"I. . . ."

"Matter from nothing is _magic_, Querl. Sure, we've seen it before, but it has a definite source, and a purpose. So I'll ask you again: how did you get human?"

"This is ridiculous." Querl said, panic clutching at his chest. "This is completely ridiculous."

"Once you have eliminated the impossible, whatever remains, however improbable, must be the truth." the voice said.

"Conan Doyle, Earth, 19th century." Querl said distractedly. "But I don't see what's left."

"_Think_, Brainiac 5." the voice pushed. _It's my voice,_ Querl thought, and immediately dismissed the fact as unimportant. "What looks like flesh, and feels like flesh, and _isn't_ flesh?"

"Living metal." Querl answered. "But that's 41st century tech."

The voice changed subtly into something stronger, more assertive, than his own voice. "Tech you took into your lab and studied for weeks on end. Tech you were alone with nine times out of ten. Imperiex's tech. Tech you and Abel are _building_ in the university labs _right now._ How did you get so _blind?_ You knew when the tests didn't go right because you knew what the results should have been. You're creating your own future in that lab, and you're choosing to ignore it because it doesn't fit in with your nice 'real boy' theory! You've known all along you weren't human, and you locked it away in a corner of your mind and forgot about it because you didn't like the idea." The voice had changed completely―it was no longer Querl's, but it did strange things with his emotions, stirring up guilt and affection in equal amounts, longing and fear and anger.

"That isn't true!" he cried. "I didn't know . . . how could I have known?"

"You could have used your _head!_" the voice cried back. "You had all the evidence right in your hands and you _chose_ to ignore it. You _chose_ to lie to everyone, when you knew what was happening! You knew from the first moment you came out of that ship that you _couldn't_ be human, but you decided it would be more convenient if you were!"

"I didn't lie!" he objected, desperately furious. "I didn't question it, I admit that, and maybe it makes me a fool that I didn't, but I was _happy_ with things the way they were! I got a chance to start over, to make things right, and I _took _it! That doesn't make me dishonest, it doesn't make me a liar!"

"No, you're right. It makes you _stupid._ Well your eyes are open now, Brainy, and even if you didn't mean to see the truth, it's _there._ You have to accept it. You have to wake up."

_Wake up, wake up, wake up. . . ._

The words echoed through his mind, and just as he opened his mouth to retort, he found himself flat on his back in sick bay, four cold fingers touched to his head, and a pair of sparkling blue eyes staring down into his own.

"Hey," said the owner of the eyes, "welcome back."

Querl stared up in horror, monstrous guilt rising up inside him, leaden, constricting.

"I lied to you." he said softly. "I lied to everyone. To myself. I'm not―"

The owner of the cold fingers cut him off. "It's okay, Querl." said Saturn Girl, helping him to sit up. "We figured it out pretty quickly."

He stared at his hands, willing them to be human. "I didn't mean to." he said. "It should have been so obvious, but I _wanted_ to be . . . I wanted it so badly. . . ."

A large, heavy hand came down on his shoulder. He stiffened, didn't look up. "Hey, come on, Brainy. Nobody's blaming you. We just want to know what really happened. Will you tell us that much?"

"I will." he said. "But, why are you _here_, Superman?"

He could feel the grin, even if he couldn't see it. "The Legion's a little short-handed, so they called me in. Bouncing Boy told me all about it."

"Really." said Querl, dryly. "Maybe you could fill _me_ in."

Superman drew back, removing his hand from Querl's thin shoulder. "You mean, they didn't tell you?"

Out of the corner of his eye, he saw Saturn Girl shake her head, almost as if in warning. Superman forged ahead like he hadn't seen it.

"Six Legionnaires have gone missing. They at least told you that, I hope." Querl nodded. "It started with Star Boy, about two months ago. He went out on patrol with Timber Wolf and just . . . never came back. When Timber Wolf got back―and he was in an awful hurry―he didn't remember what had happened to Star Boy, only that _something_ had. Of course the Legion sent out a search party, but they found nothing. Not a trace. Not even evidence of whatever took him.

"Well, a couple weeks later, the same thing happened to Phantom Girl. It was the same story all over again, only this time it was Cam who got back and couldn't remember a thing. After that it started happening every week―Colossal Boy, Matter-Eater Lad, Shadow Lass, Sun Boy―all gone without a trace, each one's patrol partner coming back with no memory of what happened. Then last week, Cosmic Boy finally decided to stop sending out patrols, and no one vanished. But everybody was starting to get worried, because the abductions had been happening closer and closer to home."

"And he thought I might be next." Querl finished. "So he had Legionnaires call, not to ask for my help, but to see if I was still around."

"Actually, it _was_ mostly to ask for your help." Saturn Girl put in. "At the site of the last abduction, Sun Boy's, we found something."

"And you waited this long to tell me about it?" Querl snapped, glaring at her. He could almost hear Superman's smile vanish, and his neck stiffened, his eyes fixed on a place far off in space.

"Yes, they did." Superman said. "They―we―weren't sure how you would react to it."

His face darkened perceptibly. "You still weren't sure I could be trusted." he said. "That's what you mean, isn't it?"

"Yes and no." Saturn Girl said. "We weren't sure if telling you . . . we just didn't know how you would react. We didn't want you to take off and never be heard from again. Please understand, Querl, we were only trying to help."

"You may as well show me now." he said. "I'm sure I'll be able to handle it, whatever it is."

Saturn Girl gave Superman a strangely concerned look, and said, "I'll go get it."

Querl nearly bit his tongue off trying to restrain himself from begging her not to leave him and Superman alone, but he stayed silent. When she had gone, Superman sighed heavily.

"So, any reason in particular you're not looking at me today?" he asked jovially.

"I . . ." Querl began, then said lamely, "can't."

"Sure you can." Superman said gently. "I promise I'm not any funnier looking than when you last saw me. It's only been a year for me, too."

"Not nearly long enough." Querl said. He could feel Superman's frown like a hot wind against his face.

"Don't tell me you didn't want to see me?" he said.

"Didn't _want_―there wasn't a day that went _by_ I didn't―" He sighed, composing himself. "I just can't." he said, hanging his head. "Not after what I did."

Then the glare. He remembered the glare so well he could see it with his eyes closed. "Brainy, what you did was heroic."

"What I did was _unforgivable!_" Querl snapped, striking his sick-bay bed with one fist.

"Hey, come on, now." said the Man of Steel, sitting down next to Querl. "Who hasn't had a couple days where they tried to destroy the universe? Nobody blames you for that. It wasn't your fault."

"That's not what I'm talking about." he said with a frown. "Superman, I tried to _kill_ you. I almost _did._ I used your trust―our friendship―I took advantage of your kindness and I nearly. . . . No. I can't forgive myself for that. Maybe everything else, in time, but not that."

"It doesn't matter." said Superman. "Because _I_ forgive you. Isn't that enough?"

Querl took a deep breath, blinked a few times, then looked at Superman. "No." he said hoarsely. "It should be, but it isn't."

They looked at each other for a long moment, until Querl turned his eyes back to his own hands. "Now that I know I'm a robot, I guess I can have my own welding torch again." he said.

"Hey, every cloud has a silver lining."

Just then, the door opened and Saturn Girl floated in. "Here it is." she said gravely. Querl looked. In her hand, she held a small bit of metal, pockmarked and half-melted, but still very clearly emblazoned with three white circles, the two upper ones connected to the third by thin white lines. "What does this mean, Querl?" she asked softly.

His eyes had gone wide, and Saturn Girl could feel the wind off of his thoughts whirring. His green skin had gone very, very pale.

"The other parts." he said. "The leftover parts."

"What leftover parts?" Superman demanded, getting to his feet. "What's going on here, Brainy?"

"That's just it," Querl said, dazed. "I knew the weld looked familiar, I knew exactly where the hacker struck. Superman, Saturn Girl, this isn't just _any_ enemy we're facing."

The other two shared a worried glance over his head. Querl continued, as though hypnotized, "It's Brainiac 1.0. It's _me._"


	3. Wreckage

**AN: Sorry this took so long to get out- I've had a lot of tests recently and haven't had much time to write, much to my dismay. Anyway, enjoy!**

* * *

><p>Querl stood on the raised platform that served as the helm of the Legion cruiser. He held a small projector sphere in his hand, turning it slowly around and around as he looked out over the small sea of Legionnaires. Standing in the front row, Bouncing Boy caught his eye, winked, and gave him a thumbs-up. Querl took a deep breath and clicked on the projector sphere. Silence fell.<p>

"I'm sure most of you are wondering where we're going." he began. There was a murmured chorus of agreement. "An hour ago, we were en route to the site of Sun Boy's disappearance. However, since new information has come to light, I can now tell you that our course is set for what remains of Imperiex's cruiser."

More muttering, sounding more hostile than the last batch. Querl held his hand as steady as he could and advanced the first slide on the projector sphere.

"About an hour ago, I recovered this footage from Cam's shuttle. It had been locked in data storage, but fortunately I was able to hack the black box and recover it." Surprisingly, although he had only knowingly been robotic for less than twenty minutes, Querl had found his ability to interface with other computers entirely unaffected. A raised hand in the audience caught his attention. "Yes, Shrinking Violet?"

"Uh, what are we seeing here, Querl?" she asked. The faint tremor in her voice unnerved him, and he briefly considered making a break for the shuttle bay while he had the chance.

"This is five seconds of film on loop, showing the unknown assailant. . . ."

_I can't do it,_ he realized with hollow terror. _ I can't say it._

_Oh, yes you can,_ he stubbornly corrected himself. _So say it and stop gaping. You look like a light-fish out of photons._

Querl swallowed and said, "The assailant can clearly be seen _digitizing_ Phantom Girl."

He had expected muttering, but got only tense silence. _I didn't have to say it,_ he realized. _They already knew._

"So what are you saying?" Lighting Lad called from the back of the room. "What is this thing?"

He sighed and shut off the projector sphere. He shut his eyes, because the faces before him had become frightened and angry, and looking at them only broke his concentration.

"One year ago, Brainiac 1.0 reasserted himself as a power in our universe. He did so using me as a conduit."

"That's a pretty way to put it," Timber Wolf muttered to Triplicate Girl, who shushed him irritably.

"With the help of Superman and Kell-El, the Legion was able to defeat Brainiac 1.0 and remove his programming from mine. It was after this separation that I became apparently human, a transformation I refused, with criminal negligence, to investigate.

"You see, such a transformation is impossible. What is much more possible, and indeed the truth, is that while under my ancestor's influence, I constructed a new body for myself out of the same 41st century technology used to build Imperiex himself- living metal. I can only assume that I integrated my neural net with the living metal to construct a perfect replica of myself, into which I transferred my mind."

"So, wait a second." Bouncing Boy called from the front row. "You're telling us you built yourself a completely new body that looked _exactly_ like the old one, switched yourself over to it and got rid of the older model _without anyone noticing?_ Sorry, Querl, that just doesn't seem likely."

"And it isn't." Querl said. His hands were shaking, so he clasped them behind his back. "Because it isn't what happened. I surmise that each time I was found out, I used Coluan mind-wiping technology to remove the memories of my . . . project from the minds of anyone who came across it- the same mind-wiping technology that was used on Timber Wolf, Chameleon Boy, and the others to prevent them from reporting exactly what it was that abducted their patrol partners."

"That was smooth," Superman commented. He stood at the back of the room, leaning against the wall, arms crossed.

Cosmic Boy, who stood near him, replied, "He's a genius. What did you expect?"

"As I was saying, when Brainiac 1.0 was removed from my programming, so were my remaining robotic parts. I was left entirely as living metal, believing I was human.

"The issue is that, while Brainiac 1.0 _was_ removed from my mind, _he was not deleted._ It is my belief that, using what little power he could scavenge from my old systems, he constructed himself a new body and has been steadily gaining power over the past year. He realizes that the Legion is the largest obstacle standing between him and his objective of digitizing the entire universe, but he is too weak to take us all on at once. Therefore, he is thinning our ranks, one Legionnaire at a time, until we are weak enough or he is strong enough for us to be completely annihilated.

"Brainiac 1.0 also realizes that the Legion's best hope of stopping him is me. That is why he sabotaged the ship, and that is why he will continue to hunt us- hunt _me- _until one of us destroys the other."

Querl finally opened his eyes, expecting to see anger, betrayal, disgust- but the faces that watched him were curiously blank.

"That's why I can't stay." he said quietly. "With me here, the entire Legion is in terrible danger. Brainiac 1.0 will preferentially come after me, not you. If I go now, it will give you time to prepare yourselves to take him down. I can only speculate, but I assume nothing we tried previously will work against him again. Questions?"

"Yeah, I got one!" Bouncing Boy called. "What makes you think we're gonna let you go out there alone? You'll be killed!"

"Yeah, Querl, for such a genius, that's a really stupid plan." Violet put in.

"It's the plan with the greatest chances of success." Querl retorted. "And even those aren't too good."

"No way, man." Lightning Lad said. "We've lost too many Legionnaires already. Besides, what if stopping Brainiac doesn't automatically un-digitize everyone? You're the only one who knows how the stuff works."

"On the contrary, Lightning Lad, _every_ Coluan can engineer, or reverse, digitizing technology. You'll find there's an entire planet of them two sectors over."

"Doesn't matter." Superman called from the back. "They wouldn't help us last time, and I don't think they'll want to now, either. Face it, Querl, you're not going anywhere."

The words rose up and leapt off his tongue before he could stop them. "You call this place a _sanctuary,"_ he snapped, "but in reality it's just a prison."

Stunned silence, and glances shared between Legionnaires. Before anyone could reply, Querl turned and stalked from the room, face burning with shame.

* * *

><p>Querl locked his door, picked up the nearest thing to him, and hurled it across the room. Before he was quite sure what had happened, a purple laser shot from what had just been his arm and vaporized the thing in midair. He stood and stared, eyes wide, arm-cannon smoking.<p>

"I have no idea what I just destroyed." he commented mildly to no one.

There was a knock on his door.

"Querl!" Superman called from outside. "Are you all right?"

"I'm fine." Querl retorted. "Leave me alone."

There was a moment of silence, broken when Computo chirped, "Access denied," and there was a muffled grunt of frustration from outside. Querl stood perfectly still for another twenty seconds, until he decided that Superman had actually gone away. He looked down the length of his arm just in time to see the smoking cannon morph back into a human hand.

"Why couldn't I do that before?" he muttered to himself, turning his hand this way and that, watching the play of shadows over his fingers. "Why didn't I know I could do that before?"

There was a whisper in the air, and Querl looked up sharply. Across the room, what appeared at first to be a heat distortion took shape, acquired shade and color, and stepped forward into the light, revealing itself to be a metallic replica of Querl himself.

"You were restrained by your wish to be human." the thing droned, eyes glowing a steady pale purple. "You were unable to realize your own potential, now as before."

"And you?" Querl said. "What are _you_ doing here?"

"You detailed that fairly well at your presentation, I thought." it replied, its voice like the hum and buzz of a thinking computer. "I am here to destroy the Legion."

"You couldn't if you tried." Querl said, feeling a truly unwieldy amount of charge building in his left arm. "You're too weak, and the Legion is too strong."

"I did not say I would be destroying the entire Legion tonight." the replica intoned. "To do so would be foolishness. First I will destroy you, and then Superman, and then the rest of the Legion, one by one, until nothing stands in my way."

"Destroy Superman?" Querl said incredulously. "You couldn't destroy Superman before, and you can't now."

"The only thing that stopped me from destroying Superman one year ago was you." said the robot. "You are still but a minor obstacle."

"Like I said." Querl smirked, raising his left arm to shoulder height. "You couldn't destroy Superman before, and you can't now."

The blast sent a shockwave ricocheting up his arm and knocked him over backwards. He heard his own cry of shock and pain echoed by the doppelganger across his room. His shoulder felt like it had been dislocated, and he pulled himself back to his feet with no small effort.

The thing stood across from him, a gaping, sparking hole in its chest.

"Did you really think you could defeat me so easily?" it asked, taking a step forward. Querl backed up, only to find his back against the wall. "You said yourself, nothing you tried before will work on me again. I have learned, Brainiac Five. Have you not?"

Querl grinned. "More than you, it seems." he said, and then, "Computo! Activate Protocol Six."

"Complying," Computo replied. There was a faint whine, a concussive _whumph,_ and then everything electronic in the room shut off.

Querl and his doppelganger crumpled to the ground simultaneously, their eyes lifeless.

Just then the door buckled and burst open, and Superman stood framed against the light from the hall.

"Brainy!" he cried, rushing to the fallen Legionnaire. He scooped the blonde up in his arms, shaking him. "What _happened?"_

There was a flickering in Querl's eyes, and he tipped back into consciousness like a carefully balanced beam.

"Protocol Six," he said with a faint smile, "activates a local electromagnetic pulse and shuts down everything electronic in the area. Including me." He weakly raised a hand and pointed across his room. "And that."

Superman looked, then turned back to Querl looking even more concerned than before.

"Querl, there's nothing there." he said. Querl turned his head. His room was empty.

"It should have worked," he breathed. "It should have shut him down."

"Shut who down?" Superman asked, helping Querl back to his feet.

"Brainiac 1.0." Querl replied, shaking his head slowly. "He was here. He was in here with me. I _saw_ him. I blasted a hole through his chest."

"Calm down, nobody's saying you didn't see him."

"No, but you're thinking it." he snapped, then shook his head. "Or _I'm_ thinking it. I don't like this, Superman. Something is very wrong here."

"You're telling me." Superman sighed. "Come on. Think you've got another debriefing in you?"

Querl's eyes narrowed. "What do you mean?"

"We're almost at Imperiex's ship. The away team needs to know what to look for."

"Oh. Certainly." They began walking down the hallway towards the meeting room. "Superman, tell me something, would you?"

"What is it, Querl?"

"How far have you gotten?"

Superman looked at him, puzzled. "What do you mean?"

"What was the last thing you did before you came here? I need to know where in your time-stream you are."

"Oh. Of course. Let's see . . . well, the last major thing I did was start the Justice League."

"The seven founders?" Querl asked.

"Yes, just the seven of us. I assume from the way you said 'founders' that there will be more later?"

Querl clenched his jaw and looked away.

"Don't worry, Querl. I kind of assumed anyway."

Looking straight ahead, Querl said, "Superman, what I'm about to tell you is very important. It may affect your future in ways I haven't been able to predict, but it's . . . something you should know anyway."

"Hey, if this is going to mess up the time stream- "

"It's not. Probably. Superman, founding the League was your crowning achievement. Everything else is regarded as . . . gravy. Icing on the cake. The League goes on to protect Earth for almost . . . for a very long time."

"What are you getting at, Querl?"

He sighed. "What I'm saying is, the time-stream after the founding of the League is incredibly stable. Once the founding members have established the Justice League, almost nothing short of a worldwide cataclysm can change that path."

"You're not being any clearer."

"You can die, Superman." Querl said abruptly, stopping with one hand on Superman's arm. "You can die and the time stream remains intact."

The blue eyes glimmered, hard and clear as diamonds. "Why are you telling me this?" he asked softly.

Querl looked away. "Because chances are Brainiac 1 already knows it. If this universe is . . . interrupted, like Kell's was when Imperiex traveled to his own past, Brainiac ceases to exist here. He has to begin again from scratch. I can't be certain, but he may have been reluctant to harm you in case of that happening."

"And now he won't hesitate." Superman completed. "He knows he can kill me and preserve the time stream."

"I'm sorry, Superman." Querl said, letting his hand drop. "I probably shouldn't have told you."

"You did the right thing." Superman said gently. "I'm glad you told me. I'll be ready this time."

"I don't think you will." Querl said dismally. "I don't think any of us will."

* * *

><p>Six people sat at the round table, eyes darting nervously between each other. Querl sat nearest the door, hands clasped in his lap, eyes lowered. To his right sat Superman; to his right, Lightning Lad; then Saturn Girl, Cosmic Boy, Timber Wolf, and, directly on Querl's left, Bouncing Boy. He leaned down and muttered, "Are you okay? I heard there was some kind of problem."<p>

"It's fine." Querl replied, with only a cursory glance at him. "It wasn't a problem."

"Are you sure?"

"Quite sure." He looked up across the table. "Since we're all here, I may as well start." He tapped a few invisible keys on the table and a three-dimensional map of a debris field appeared above it, rotating slowly. "This is what's left of Imperiex's fleet. This is a map I compiled less than ten minutes ago from radar, so it should be fairly accurate."

"What are we looking for?" Cosmic Boy asked, leaning his elbows on the table.

He highlighted a few squares of the map and zoomed in on them. "The search should be concentrated here, near the remains of Imperiex's cruiser. What you'll be looking for is this." He pressed a few more keys and the debris field map changed to an image of a small square of circuitry. "This is called a personality drive. It's a component of all Coluans- usually regarded as extraneous and often removed. It contains, yes, our personalities- memories, emotion drives, and, in some special cases, ancestral knowledge. In my case, it contained fragments of all the previous Brainiacs, in case I ever, for any reason, needed to access their knowledge and experience." He made the mistake of glancing at Saturn Girl. She looked deeply concerned, and he hastened to add, "The Brainiac 1.0 code was protected by multiple firewalls. I shouldn't have been able to access it, but Imperiex's hacking weakened my security, and it was imperative at the time that I take action." He looked away and continued, "If we can find this drive, we'll know for certain that Brainiac 1.0 is _not_ responsible for the abductions."

"And if we _can't_ find it?" Timber Wolf asked.

Querl met his gaze, grim-faced. "Then at least we know exactly what we're up against."

Superman shifted in his seat. "How long until we get there?" he asked.

"Approximately four minutes." Querl replied. "And, there is one more problem that I didn't mention."

"Which would be. . . ?" Cosmic Boy began.

Querl looked at his hands. "The personality drive's size." He pressed a key, and the image shrank until the drive was the size of his pinky fingernail. "That."

The five others gaped.

"Querl, how are we supposed to _find_ this thing? There's miles of wreckage out there!" Bouncing Boy cried, rising. Querl held up one green hand.

"Not to worry, Bouncing Boy. I've enabled trackers on your rings that will help you locate the personality drive. The system is . . . primitive, but should be workable. It functions like simple radar- the closer you are to the drive, the faster your ring will beep."

"Great. Beeping electronics." Bouncing Boy said, rolling his eyes. "As if this mission weren't annoying enough on its own."

"If you'd rather turn the tracking device off, I can show you how to do it." Querl retorted with a glare. "And wish you the best of luck finding the drive on your own."

Superman raised a trowel-like hand, face impassive. "Forgive me if I seem blunt, but this sounds like a big wild goose chase to me. You've already seen what we're up against. You know what it is. Why do we need to go looking for this needle in a haystack?"

"Needle in a _what?"_ said Bouncing Boy, raising an eyebrow.

"Farmboy thing, you wouldn't get it." Lightning Lad replied. "And I gotta say, Querl, I agree with Supes on this one. Why are we bothering looking for this thing?"

"I assure you, it's quite important." Querl said, looking pensively at the array of windows on the far wall. "We've arrived, by the way. I wish you all the best of luck."

"How come you're not coming with us?" Timber Wolf asked, standing fluidly. "You got some kind of problem with getting your hands dirty?"

Querl glared at him. "No. I fully understand that I am not above suspicion. It would be far too easy for me to remove- or plant- evidence here. No, I will be staying behind and monitoring your progress. You'll be split into five teams to cover the most likely areas. Take whoever you want with you."

"Make that four teams, Querl." said Cosmic Boy, standing and pushing his chair in. "I'm staying here with you."

He ground his teeth, but managed to say only, "Of course."

"It's for your protection," Cosmic Boy said softly, brows knitted, "as well as ours. We have no idea if the intruder is still on the ship."

"That's where you're wrong." Querl said. "But the longer we stand here talking about it, the longer _he_ has to set up an ambush. I suggest you all get moving."

"Wait a sec, you mean that _thing_ is out there waiting for us?" Lightning Lad said, leaning heavily on the table with his robot arm. Saturn Girl put a hand on his shoulder and shook her head gently.

"That's exactly what I mean." Querl replied steadily. "That _thing_ exited the ship exactly one minute and seventeen seconds ago. Again, I suggest you all get moving."

"No time to argue." said Superman, rising as well. "Let's get out there and start looking."

Querl pressed a few keys and said, "The hatch is now unlocked. We'll let you know if we see anything unusual."

"Get out there, people." said Cosmic Boy. "And say alert."

The room cleared, Superman pausing only to clap Querl supportively on the shoulder.

Cosmic Boy turned to Querl and said, "Is there any reason in particular you didn't tell us our intruder was still aboard?"

"I thought you knew." Querl replied. "I gave no one any reason to believe the intruder had departed."

"Then why didn't you tell us when it left the ship?" the purple-suited Legionnaire pressed.

"Again, it seemed obvious. And unimportant. I told you it was out there, didn't I? Is that not enough for you?"

"Querl, I have to know. Are you absolutely _certain_ you saw the intruder?"

The blonde stared at his hands, frowning. "I cannot say _absolutely._ But I am . . . mostly . . . sure."

"Mostly isn't going to cut it." Cosmic Boy said. "Is there any chance that what you saw wasn't real?"

"There . . . is a slight possibility. Less than point-six percent. But it has happened before."

"Explain."

Querl sighed. "When Brainiac 1.0 was nearing his most powerful, I began to see . . . manifestations of him. Hallucinations, one might say, as he attempted to overthrow my systems. It is _possible_ that what I saw was one of these lingering manifestations. But, again, it is highly unlikely. This would be the first time this has happened since."

"I'll take that as an assurance that your eyes weren't playing tricks on you." Cosmic Boy replied, stoic as ever. His face softened as he said, "And thank you."

"For what?" Querl asked.

"Your honesty. I appreciate it. I . . . thought I should tell you."

"Very well." he said. "That being the case, I suggest we move to the bridge and keep track of our teammates." He turned and walked out, visibly tense.

"'Our' teammates." Cosmic Boy echoed, then smiled briefly and followed Querl out.


	4. Wreckage, Part 2

**AN: Because chapter 3 was so short, I mistakenly believed I hadn't finished it, and wrote the following conclusion. Enjoy!**

* * *

><p>In the cold darkness of space outside the cruiser, five groups of Legionnaires floated around the edges of a wide field of debris, arranged in a rough pentagon.<p>

"Okay, guys," said Superman, speaking into his ring, "let's do this by the book. Everybody stay in visual range of their team, keep HQ posted, and if you see an unfriendly, _don't go after it._ Okay?"

Twenty 'okay's crackled over the communicator.

"Hey Querl, you got these locators ready to go?" Superman asked, switching to infrared, then x-ray vision, to see which would serve his purpose better.

After a momentary pause, Querl replied, "They should be good to go. Activating now."

Superman stared at his ring. It began to blink, and beep softly. Its pace was slow but steady.

"It's working. Okay, fellas, let's move out!"

From the cruiser, the tips of the five-pointed star began to fan out, moving dots weaving amongst the industrial rubble of Imperiex's cruiser.

"Well, we know one thing." Cosmic Boy commented to Querl, as they stood at the main console, watching twenty red dots move slowly around a dark blue screen. "The chip _is_ out there."

"Certainly." Querl replied. "Either it is floating with the rest of the rubble, or it is within our intruder's system. Either way, it must be out there with them."

"Querl, I have to ask. If this mysterious intruder _isn't_ what you think it is- what else could it be?"

"I haven't given it much thought." Querl answered, eyes fixed on the screen.

"No ideas at all?" Cosmic Boy said, a hint of despair in his voice.

"Several hundred. I haven't sorted for the most likely ones as of yet. Once we have found the chip, I'll have more time to devote to it."

Several quiet minutes passed. A red light flashed on the console, and Querl pressed the button next to it quickly, saying, "Go ahead, Bouncing Boy."

"Hey, so, this thing that's out here with us." he said, a nervous edge to his voice. "What's it look like?"

"It looks like me." Querl answered. "Why? What did you find?"

"Well, I think I found the chip." Bouncing Boy answered slowly. "And I think I found the intruder. Only. . . ."

"What is it, Bouncing Boy?" Cosmic Boy said, leaning over the microphone.

"It's . . . dead. All the lights are off, nobody's home. It's just curled up out here, not moving at all. What should we do with it?"

"Destroy it." Querl said instantly. "Get Superman over there and have him melt it."

"Hold that." Cosmic Boy interjected, casting a look at Querl. "Get everyone over there and bring that thing on board. I want to have a look at it."

"Okay, will-do, boss man." Bouncing Boy answered.

Querl pressed the button again, and communication was cut off. "Are you _insane?"_ he hissed at Cosmic Boy, tense all over. "We just got that thing _off_ the ship, and you want to bring it back inside? That's _exactly _what he wants!"

Cosmic Boy held up a hand, eyes closed, face stony. "Querl, I want you to trust me on this. I know what I'm doing, all right? Bouncing Boy says it's dead, and I trust his judgement. I want to get a good look at this thing before we destroy it."

"But-"

"And besides that, it got on the ship once without our help, if what you tell us is true."

Querl ground his teeth. "So suddenly I'm untrustworthy."

"No," Cosmic Boy answered, as a dialogue box opened informing them that the bay doors had been opened, "you were always untrustworthy. Now come on. I want to get a good look at that thing, and we'll be needing your help." Without a further word, he turned and flew from the room.

Querl stared at the control panel without seeing it, his fists clenched.

"It was real," he muttered to himself. "I _know_ it was real."

In the back of his mind, something dark and sleeping stirred, not yet awakened, but nearing wakefulness. He shut his eyes tightly. The hum of the ship's engine's filled his ears, and the dark thing in the back of his mind settled back once more. With a deep breath, he opened his eyes and headed for the main shuttle bay, where the robotic corpse had been brought. When he arrived, everyone had dispersed save for Superman, Cosmic Boy, Bouncing Boy, Lightning Lad, and Saturn Girl. Upon closer inspection, Timber Wolf was lurking in the shadows, away from the group. The other five were clustered around a dark lump on the floor. Querl walked up, carefully not making eye-contact with any of them.

"Is this it?" he said, although he knew it was.

"Yep." said Superman. "I have to admit, it's a little . . . creepy."

Querl looked at the lump. It was identical to the doppelganger he had seen in his room earlier that day, only there was no laser-cannon hole in its chest, and it was quite obviously dead; there was not a spark of life in its whole being. It made him dizzy, looking at it; it was like looking at himself through some strange astral projection. Then again, perhaps the blow to his head from earlier was making its presence known.

"I'll have to take it apart." Querl said, his own voice sounding distant. "Even if this isn't what's been thinning our ranks, it may have important information on what is."

"Hey, Querl, maybe you should take some time off. Get some sleep." Bouncing Boy suggested. "Or, you know, whatever it is you do instead of sleep."

The green-skinned Legionnaire looked up sharply at Bouncing Boy. "Oh." he said. "I see. You don't want me working on it. Suddenly everything I've told you since coming here has come into question. I can't blame you for that; it's the logical conclusion. I'll just go confine myself to quarters, shall I? Save you the trouble of ordering me to do it."

Saturn Girl touched his arm lightly. "Querl, calm down. Nobody's accusing you of anything. We're all tired, and nervous, and worried about our teammates. _All_ of our teammates."

"Yeah," said Bouncing Boy, "no one thinks . . . I mean, no one blames _you_ for this, man. We just need some time to regroup."

"It doesn't matter." Querl said, shrugging Saturn Girl's hand off his shoulder. "I have work to do. Call me when you need me." He turned and stalked away, wishing he could slam the automatic doors behind him.

Over the course of the next few hours, the robotic body was taken to the onboard laboratory, thoroughly examined, and, finally, left alone in the darkened room.

Very faintly, its eyes began to glow.


	5. The Doppelganger

Querl sat in the large, circular chair in the center of his room, staring at his tablet with a grave expression. On it was a short message.

_Querl- been working on the neurotransmittance testing like you asked. The test batch responds normally up to about 4,000 volts, but after that it starts going haywire. The resistance goes WAY up and the whole network stops responding. However, below 4,000 volts I've gotten it to respond very well, and it shouldn't ever have to pull more than 40 volts anyway, so if you think that's all right I'm willing to leave it. The sensitivity isn't as good as we'd hoped- the activation barrier isn't crossed by pressures less than 0.01 grams and it's only getting temperatures in whole degrees. Water is still shorting the whole network, so the proofing still needs a lot of work. I'm sending the stats along with this message._

_ Otherwise, things are going fine here. Kara's worried about you, but what else is new. She says if she doesn't hear from you by tomorrow she's going to go looking for you, and I'm sure no one wants that. The lab coordinator said I couldn't work nights any more, so if you could put in a word about that I'd sure be grateful. We're also running low on the silicate solder, where can I get more of that?_

_ Best,_

_ Abel._

Querl frowned at the message, then tapped the 'reply' button.

_Abel,_

_ While 4,000 volts is more than any sample could possibly hope to encounter, we should at the very least investigate what is causing the dramatic reaction you describe. I would hypothesize that the higher voltage is drawing more current than the present neural circuits can cope with, and is heating them beyond capacity. This would cause the spike in resistance you described, and should decrease in intensity if you cool the test sample; there should be an apparatus for that in the superconductor lab. If this is not the case, let me know, as it may be a more serious problem with the nanites themselves._

_ As to the sensitivity, I quite clearly recall being able to differentiate pressures in terms of micrograms, and temperature differences down to 0.007 of a degree. Did you run your sensitivity tests directly after applying the extreme voltages? If so, do not ever do so again, because you will ruin the sample. The circuits were already overheated, so of course were not performing at their maximum efficiency. Let the sample cool down and run the tests again. Keep me posted on the results._

_ For the water proofing, I would recommend a thin layer of plastic gauze, which you can find at any home supplies store. It is not the optimal solution, but it will serve until I can attend to the problem myself. In the mean time, try not to run proofing tests on large samples, as doing so will quite probably destroy them._

_ Make sure to tell Kara you've heard from me. The last thing I need at this point is her rushing out here and throwing a wrench into the works. Let Dr. Xini know that I've given you my express permission to use the lab at any time you wish; if she has an issue with this, she can contact me. You can find several hundred grams of silicate wire solder in the lab supply closet. If it isn't there, you will have to order more from the supplier._

_-Brainiac 5_

His finger hovered over the 'send' button. His eyes narrowed.

"Silly," he commented to himself, and changed the signature to '_Querl._' Shortly after he sent the message, someone knocked. He sighed, opened one of the many charts that had come with the message, and said, "Come in."

The door slid open and Chameleon Boy walked in. "Hey, you didn't tell me to go away when I knocked. Are you feeling all right?"

"I'm fine, Cam." Querl replied patiently, not looking up from the chart. "What do you want?"

"Want? Nothing." Chameleon Boy replied, wandering idly around the perimeter of the room. "I just wanted to, you know, talk about stuff. Old times, how things are going at your . . . um . . . how your . . . how things are going."

"Things are fine." the android replied.

"Right, no, of course they are!" Cam said, laughing nervously. He walked up to the scorch mark on the wall and swiped a finger across it. "I just . . . you know, I missed you, man. We all missed you." He continued walking. "But _I _missed you _most_."

Querl sighed and lowered his tablet. "Cam, is there something you'd like to ask me? I'm a little busy at the moment."

"Ask you? Pff, noooo, there's nothing I wanna _ask_ you, why would you think that?"

"It's four in the morning," Querl began, counting off on his fingers, "you've been hovering in the hall all day, you're pacing, and, Cam, really, you're a terrible liar and I can tell you're nervous."

Cam appeared at Querl's elbow, his gem-green eyes wide and shining. "All right, fine, I _am_ nervous, but it's not what you think." He took hold of Querl's arm, looking earnestly into his face. "I have a bad feeling about that thing we brought on here. I mean, a really, _really_ bad feeling. Nobody else will listen. CB wants to keep it around and do tests and stuff on it, but . . . man, it gives me the jeebies, you know? I swear I saw its eyes glowing. We gotta do something. Seriously."

Querl looked at him for a long moment. "Who else have you mentioned this to?" he asked at last.

"Just CB and Superman. They both said there was nothing to be worried about. Supes scanned it with every kind of vision he has, and said there was nobody home, but-" He stopped when Querl held up a hand.

"Go get Bouncing Boy and Shrinking Violet. Don't tell them what it's about, just bring them back here."

"What are you gonna do?" Cam asked, his antennae perking up.

"I'll tell you when you get back." he answered, and picked his tablet back up, closing out the charts and the message from his lab. "And hurry."

Cam nodded energetically and bounded out the door.

* * *

><p>"Psst."<p>

Bouncing Boy grumbled in his sleep and rolled over.

"_Psst_."

He pulled the covers over his head, mumbling incoherently.

"Let me handle this," a female voice cut in, and then, "_Bouncy! Get up_!" Something prodded Bouncing Boy in the shoulder, hard, and he finally sat up, swatting at his assailant with one arm.

"What? Whaddaya want?" he asked, rubbing his eyes. When he opened them, he saw Shrinking Violet leaning down into his face. He jerked back with a short cry.

"Shh!" Violet insisted, pressing a finger to her lips. "Something's going on with Brainy. Cam said he needs our help."

Bouncing Boy stared for a moment, then nodded. "Gimme two seconds."

Shrinking Violet turned her head and whispered, "Cam! Is the hall clear?"

"Empty," Cam replied, pulling his head back in the door. "We're safe for now."

"Okay," Bouncing Boy said, pulling on his second boot, "going to the Lair?"

"Dude, it totally _is _a lair!" said Cam, grinning.

"Well what're we waiting for?"

Cam shifted into the shape of a fly and buzzed off down the hall, with a tiny Shrinking Violet riding on his back. Bouncing Boy glared after them, whispered, "Cheaters!" and tip-toed down the halls, glancing around himself nervously. It seemed like an eternity later when he finally slipped through the door to Querl's room and let it hiss shut behind him.

"Bouncing Boy," said Querl, perfunctorily, "glad you could join us."

"Hey, it's not my fault I'm late." he objected, then levered an accusing finger at Cam and Shrinking Violet, who were already standing off to the left of the room's single large chair. "Those two cheated!"

"Did not," said Cam, crossing his arms. "Not our fault we're better ninjas than you."

"You'd make a terrible ninja." Violet pointed out.

"Regardless," Querl interrupted, "you're probably wondering why you're here."

"Sneaking into the Lair at four thirty in the morning? I don't see what could possibly be suspicious about _that_." Bouncing Boy intoned, rolling his eyes.

"It has to do with the . . . object you discovered in the debris field."

"_That_ thing?" said Bouncing Boy, then shivered. "Gives me the creeps."

"Exactly!" Cam cried. "You think so too?"

"Cam, I don't think there's anyone on board who isn't a little freaked out by it." Violet said.

"Listen up." Querl said. "I brought you three here because, for better or worse, I know you trust me. The others probably wouldn't let me anywhere near that thing, but I need to scan it. My instruments can pick up things that nothing else on this ship has a hope of catching. I need you three to help me get there and make sure we don't get caught."

"Yes! Spy mission!" Cam cried, and was instantly shushed by Bouncing Boy and Shrinking Violet. "Sorry."

Querl raised an eyebrow. "Simplistic, but . . . yes. This is essentially a reconnaissance mission. If Cosmic Boy or any of the others see that I've been near the . . . object, they'll suspect me of tampering with it."

Bouncing Boy cleared his throat. "You _aren't_ going to tamper with it, are you?"

Querl looked at him steadily. "Not unless it tries to kill me, no. I'm merely looking for more information at this point. The plan is simple: I will disable the security cameras between here and the lab. Bouncing Boy, you will stay here in case anyone comes looking for me. Do not answer the door, do not let anyone in. I haven't had time to fake my presence, so I need someone here to keep the lockdown override intact."

"Why do _I_ have to stay?" the portly Legionnaire demanded.

"You're the least stealthy and the most noticeable." Querl replied shortly. "Cam, Violet, and I will move to the laboratory. Cam will stand guard on the door and alert us if anyone comes close. Violet, I'll need your help in analyzing the object." He looked at them for a moment. "Questions?" he asked. Cam raised a hand shyly. "Yes, Chameleon Boy?"

"What if something goes wrong?"

Querl raised an eyebrow. "There are approximately four hundred things that could go wrong, at the inside. An overarching contingency plan is impossible." He paused, then said, "But if something goes wrong, get back to your quarters as quickly as possible and deny your involvement."

"What'll _you_ do?" Violet inquired.

"I'll be fine." he replied, typing on the keypad in the arm of his chair. The lights on it flashed twice, and it beeped.

"Sector 7 cameras disabled." Computo stated placidly.

Querl rose and made for the door. "Let's go. We have twenty minutes before Computo turns the cameras back on."

* * *

><p>It was dark in the lab, but Querl waited until the door had fully closed to turn on the lights. They popped on slowly, one by one, as though awakened from deep sleep. On a table in the far corner of the room, half-hidden by chemistry apparatus, was the dark lump of the doppelganger, still peacefully curled in the fetal position. Querl swallowed and walked towards it, weaving amongst the clutter.<p>

"Can I ask you something?" Violet asked. She was the size of his finger and perched on his shoulder.

"Yes," Querl answered, "but I can't guarantee a satisfactory answer."

"How sure are you this thing was on the ship before?"

He paused, looking down at the metal form. Again he had the dizzying sense of vertigo, and steadied himself against the table.

"Hey, are you all right?" Violet inquired, hopping down onto the table next to his hand.

"I'm fine." he said. "And I am sixty-five percent sure."

"Only sixty-five?" she said, a hand on her tiny hip. "That's pretty low for you."

"I have learned, over the past year, that I cannot always trust my own mind." he said dryly, then stretched out a hand and lightly touched the lifeless hunk of metal. He jerked his hand away quickly, paused, and touched the object again, letting his fingertips linger. A panel on his arm flipped open and lines began scrolling across the screen therein.

"Anything?" Violet asked.

"No," Querl answered, brows creasing, "nothi-"

Yellow bolts of electricity raced up his arm and enveloped him and the doppelganger, and he screamed, his eyes wide, his back arched, his hand seemingly glued to the metal replica.

"Querl!" Violet cried, leaping into the air- but at that moment the phenomenon ceased, and Querl sank to the floor, one hand on his head, smoke rising from his back. Violet leapt down, returning to her full size, and put a hand on his back. "Are you all right?" she asked.

"**Fine**," Querl replied. Something buzzed in his voice. He opened his eyes, and they glowed pink for a moment before subsiding to their usual green. "Everything's fine." He sounded normal again, and began pulling himself upright.

"What happened?" she said, helping him to his feet. He was still holding his head, shaking it slowly as though trying to clear it of fog.

"I'm . . . not sure." he replied. "But someone will have heard. We should go."

"What happened to all those scans you were going to run?"

He waved a hand dismissively. "Another time. It can wait. I have to-" he paused, wincing. "Have to analyze this."

"If you say so." she responded. "Come on, we'll go back to your room. You're right, somebody probably heard."

Just then, Cam, in the guise of a snake, slid under the door. "Guys, we got trouble. I think Superman's coming."

"Try to stall him." Querl said.

"You got it!" Cam replied, and slithered off under the door again.

After a moment's pause, Violet and Querl hurried out the door, she half-carrying him as he stumbled down the halls.

"You've had a rough couple days." she commented.

"And I get the feeling it's only going to get worse." he answered. A red streak rushed past them and halted in the hallway, resolving into Superman. His thick arms were crossed over his chest and he was scowling.

"Mind telling me what's going on?" he asked.

"It's not what you-" Violet began, but Querl silenced her with a wave of his hand.

"It's all right." he said. "I was investigating the object. I thought perhaps I could find something that our other instruments missed."

Superman raised an eyebrow. "Sounds like you did."

"An energy discharge." Querl said evenly. "The parts seemed to . . . remember where they came from."

"Querl, why are you sneaking around like this? You could have asked Cosmic Boy, I'm sure he would've let you look at it. What are you so afraid of that you won't even _try_ to work with us?"

Querl looked at the far wall. "I . . . I don't think that thing was here before. I think this is the first time it's been on board."

Superman's eyes narrowed. "What are you saying?"

"Someone else sabotaged the ship. Something else is going on here, and I'm . . . not sure what it is."

"But Querl, you _saw_ the thing." Shrinking Violet objected.

"Or thought I did." he answered darkly. "The truth is, I hoped the object would give me some answers." He sighed. "So far it's only produced more questions."

Superman stepped forward and laid a hand on Querl's shoulder. "Whatever this is, Querl, we'll help you get through it."

The green-skinned boy looked off to the side, his jaw clenching. Shrinking Violet gently placed her hand on his back.

"Don't worry, Querl." she said. "We're here for you."

"Yes," he said, "that's what worries me."

* * *

><p>Cosmic Boy stood over the lifeless form of the doppelganger, his arms crossed, expression grim. He looked up and said, "And you're <em>certain<em> it attacked him?"

Across from him, Superman nodded slowly. "Shrinking Violet says she saw the whole thing, and the shock, or whatever it was, definitely came from this thing." He gestured briefly to the doppelganger.

"And you?" Cosmic Boy pressed. "What do _you_ think?"

Superman raised an eyebrow. "I think this thing attacked one of our teammates." he replied steadily. "Cosmic Boy, what's all this about? You heard what Vi and Cam had to say, and their stories checked out. Even if you don't trust Querl, why shouldn't you trust _them_?"

Cosmic Boy sighed, putting a hand to his head. "I know what this must look like, Superman, but I promise you, I do have my reasons for all this."

"Beyond just, 'you can't trust any of Querl's friends?' Because that's what it looks like."

"Yes, it _is_ more than just that." the Legion leader replied. "This is difficult for all of us, you know. No one wants to believe that one of our own teammates could betray us."

"You don't seem to be having much trouble."

Cosmic Boy sighed again, casting his gaze down onto the doppelganger. "But if that thing has been out there floating in space, then something else sabotaged our ship. You must admit, Querl is a likely candidate."

"No, I don't have to admit that, because it isn't true." Superman retorted, folding his arms. "Tell me honestly that you haven't had him under surveillance since the moment he arrived. Tell me there's been ten minutes he's been really alone with any part of this ship, and I'll believe you. You show me one _second_ he's been unsupervised, one opportunity for him to have done any of this, and I'll bite the bullet and accept that he could be a traitor. But until you can show me evidence, I _can't_ believe that Querl did any of this."

The other man's dark gaze was still fixed on the doppelganger. "We know he has mind-wiping technology." he said at last.

Superman rolled his eyes. "We know Bouncing Boy can weld a relief valve shut, and Shrinking Violet can disable coolant lines, and Saturn Girl can psychically convince people to punch themselves in the face." he said. "And are any of _them_ under suspicion?"

"No," Cosmic Boy snapped, "because none of _them_ has an evil ancestor who lived inside their heads and convinced them to destroy the universe!" He paused, breathing deeply, his jaw clenched. "Superman, I don't want to think Querl's a traitor, either. I _want_ to believe that he's innocent, just as much as you or Cam or anyone else. And no, I haven't seen any evidence that isn't purely circumstantial, but I have to keep in mind that he's pulled the wool over our eyes before. I have to think of the Legion. I have to think of the entirety of life as we know it, because if you're wrong, and he really _does_ go bad again, then life as we know it will be gone for good." He rubbed his forehead. "I can't place friendship over the safety of the entire universe. I'm sure you understand."

The red-caped hero shook his head slowly. "I understand, Cosmic Boy, but I sure don't envy your position."

"Thank you, Superman." he replied. "As to the reason why I didn't fully trust Violet or Chameleon Boy about this, it's because they are _extremely_ loyal to Querl. If they thought something they told me might get him kicked off this ship, they wouldn't say it."

"And would it?"

Cosmic Boy shook his head. "Not a chance. I want Querl right here, where I can keep an eye on him."

Superman gestured to the doppelganger again. "And what about this thing? What are you going to do with it?"

Frowning, Cosmic Boy replied, "I think it's time to call in an expert."

* * *

><p>Querl looked down at the doppelganger, then up at Cosmic Boy and Superman. "And you're saying you <em>want<em> me to examine this thing?"

"Of course." Cosmic Boy answered. "You are the expert on this."

Querl's eyes narrowed. "I could fabricate data. I could be lying to you, to ruin your plans and further my own."

"And do you _have_ any plans?" Superman asked.

The android looked back at the metal corpse. "Certainly." he replied. "However, most of them involve access to Computo, which I note I have been denied."

"Precaution." Cosmic Boy said. "After what you did to the cameras, I decided to revoke your privileges."

"I'm only surprised it took you so long." Querl intoned, lowering his welding mask over his eyes.

"What are you doing?" Cosmic Boy demanded, taking a step forward.

"I am dissecting it." Querl answered calmly, a tiny, bright jet of flame hissing from his fingertip. "If you wish to know how something works, it is generally accepted practice to take it apart."

"Will that destroy it?"

Querl smiled. "Inevitably." he said.

"Maybe this wasn't such a good idea." Cosmic Boy said, glancing at Superman.

"That thing could be dangerous." the other replied, expressionless. "It's obviously not as dead as we thought it was. I think disabling it is for the best."

Cosmic Boy cast a dubious glance at Querl, who was carefully slicing the thing's back open. "I hope you know what you're doing." he said.

"I know precisely what I'm doing." Querl responded. Superman could see the tiniest hint of a smile on his face.

"And what, exactly, would that be?" he asked. Querl's smile vanished.

"I am killing it in its sleep." he said tonelessly. "And then tearing it to pieces to prevent it from ever coming back."

"That's it, I'm stopping this now." Cosmic Boy said, purple shimmers of power gathering on his hands.

"Do anything to stop me and I will simply destroy it." Querl snapped. "I can melt it into so much slag in seventy-four milliseconds, which is approximately forty-eight milliseconds less than the amount of time it takes for your powers to take effect. Although it is only seven milliseconds less than it would take Superman to reach me from that distance. One step closer, either of you, and I will destroy any chance you may have of coming to understand the workings of this thing." All the while, his finger moved slowly and methodically across the back of the object, slicing out a wide metal plate of its armor.

"Are you _blackmailing_ me?" Cosmic Boy demanded, his face reddening.

"Yes." Querl answered shortly. "It appears to be the only way to ensure your cooperation."

"When you're done with that thing, I'm arresting you." Cosmic Boy growled, his fists clenching.

"By all means." the android replied, removing the metal plate carefully. "Until then, you will stay where you are."

"Querl, don't do this." Superman said at last. "We're not your enemies."

"Tell that to Cosmic Boy." He reached a hand inside the corpse and gently tugged out a small black box.

"We want to _help_ you, Querl. We asked you for your help on this because we need you. I know you want this thing destroyed, and I understand that."

"Not one _step_, Superman." Querl snapped. Superman carefully lowered his foot back to the floor.

"We just want to know how it works, what it is, who made it." the man of steel coaxed. "We just want to understand it."

"I could have told you all of that without the use of this ridiculous performance." the android replied, elbow-deep in the object's machinery. "In fact, I already have."

"Querl, _you're_ the one who wanted to clear your name." Cosmic Boy said. Superman glared at him, but he ignored it. "You're only making things worse for yourself."

"To the contrary, Cosmic Boy, I didn't come here to clear my name." Querl said. There was a wrenching, crackling noise from inside the object, and it twitched. "I came here to offer my assistance, which you had requested, and have now requested again." He frowned and yanked on something, pulling out a handful of wires. "Additionally, you _could_, in theory, arrest me, and subsequently transfer me to a cell on Takron-Galtos, but that would hardly benefit you or further your cause, so I sincerely doubt you will go through with it."

"I can still confine you to quarters." Cosmic Boy retorted. Querl scoffed, plunging his hand into the doppelganger's circuits once again.

"Cosmic Boy, do us both a favor and stop wasting my time with empty threats."

Superman put a heavy hand on Cosmic Boy's shoulder. "CB, could you step outside for a second?"

His expression grim, eyes narrowed, Cosmic Boy replied, "Fine." Superman walked him to the door and gently pushed him outside.

"I appreciate it." he said with a smile, and let the door hiss closed. He then pressed a button on the control panel and said, "Computo, please lock this door until further notice. Authorization: Superman."

"Complying," Computo replied.

"Why did you do that?" Querl inquired, yanking out another handful of wires.

Superman shrugged. "He was only making things worse." he replied. "I figure I can handle you on my own."

Querl paused, lifting his welding mask to look curiously at Superman. "Do you trust me?" he said at last.

"About as far as I can throw you." Superman replied.

After a short moment, they both smiled.


	6. Important Favors

"Superman," Querl said, his welding mask still lowered over his eyes, "can I ask you for a favor?"

"Anything." Superman replied. He was leaning against the wall, one ear listening to Cosmic Boy ranting outside the door, the other attuned to Querl's dismantling of the doppelganger.

Querl sighed. "Since Cosmic Boy so _prudently_ decided to deny me access to Computo, I need you to look up some security footage for me."

"Sure." said Superman. "When and where?"

"Stardate 214.117, sector 4b."

Superman sighed. "In English, maybe?"

Querl was quiet for a long time, his fingers prying at some complex mass of circuitry he had pulled from the doppelganger's head. "My room. A week ago, around eight p.m.""

"When the intruder was in your room?"

"That's what I hope to figure out."

Superman scowled. "Querl, you know we all believe you. You say you saw an intruder, so there was an intruder."

Querl shook his head. "It isn't that simple. Cosmic Boy is right not to trust me. I don't even know if I trust myself. I have to know for certain, Superman. Please, just do this one thing. For me."

Nodding, the other replied, "Of course, Querl. I'll do it now, if you want."

"Sooner would be preferable." the android mentioned, picking blue wires out of the mess of circuitry.

Superman crossed to the nearest console, awakening it with the touch of a finger. "Computo, access security footage. Uh. . . ." He glanced at Querl.

"Stardate 214.117, sector 4b." Querl supplied patiently.

"Yeah, what he said."

The console gave a recalcitrant chime, and said, "Error: unauthorized user detected. Cannot comply."

Superman sighed, looking over at Querl with a put-upon expression.

"Repeat after me." Querl instructed, turning the bundle of circuits over in his hands, examining it closely. "'Stardate 214.117. Sector 4b.'"

Superman dutifully repeated the phrases to the terminal, which thought for a moment before saying, "Retrieving."

The Man of Steel sighed. "I really think all of this is unnecessary." he said, drumming his fingers on the console.

"I disagree." Querl replied, picking now only red wires out of the mess of circuits. "Given my recent instability, shutting me out of the system was the logical course of action."

Superman looked up sharply, but Querl continued methodically tearing the Gordian circuit to bits, expressionless.

"Querl, will you tell me something?" he asked, turning away from the console.

"Has the video loaded?" Querl asked.

Superman glanced at the console. There was an image on it now, Querl's quarters as seen from above. In it, a lone figure stood by the door, holding very still.

"It's loaded." he answered.

"And?" Querl prompted.

In the video, the figure suddenly sprang to life, raising its arm and letting out a blast of energy that scorched the far wall. Seconds later, it stumbled backwards, pressing its back against the wall. There was another moment of stillness, and then the video cut to static.

"There's definitely someone there." Superman said, watching Querl carefully. "But the video cuts out when the pulse-whatever happens, so I can't tell where he went."

Querl was silent for a long moment, his hands stilled. "What does he look like?" he asked, resuming his work. "The intruder."

Superman's adam's apple bobbed. "He looks . . . like you." he said, his eyes darting back and forth.

A faint smile showed on the android's face, and he set down the mostly-destroyed ball of circuitry. The mask lifted from his eyes and clicked back into place in his forehead. His eyes were hard.

"I didn't think you would lie." he said.

"I'm not-"

"You're a terrible liar, Clarke." Querl interrupted, making a constrained gesture. "I understand that you want to spare my feelings, but the truth is very, very important, especially now."

Superman's jaw clenched. "I just . . . I didn't want to believe it. What are we going to do?"

Querl sighed, pinching the bridge of his nose. "We're going to tell Cosmic Boy, and then I'm going back to my quarters and locking myself in. You're going to make sure everyone knows I'm not to be contacted in any way. First, however, I'm going to finish destroying this . . . thing."

"If you're destroying it," Superman said slowly, eyeing the doppelganger, "why are you putting parts back in?"

Querl looked down at his hand, which had frozen in the midst of inserting the untangled bundle of circuits into the doppelganger's opened head.

"It's worse than I thought." he said quietly.

"Querl-" Superman began, but stopped when the android stepped back from the table, his eyes closed.

"Destroy it, Superman." he said, his voice strained. "Now. Right now. Destroy it before it can do any damage."

"I can't just-"

"_Now_, Superman!" Querl cried. "Don't argue!"

Superman switched his gaze to the curled figure on the table and squinted. Red lasers shot from his eyes and pierced the metal husk, heating it until it glowed, first red and then white, until it began to melt, its circuitry sparking. In a matter of a few seconds, there was only a deformed heap of metal smoldering on the table. Querl hung his head, his eyes closed, and sighed.

"**Thank you, Clarke**." he said, and something in his voice buzzed.

* * *

><p>Querl snapped back to himself when the back of his head cracked against the wall. Superman was looming over him, one vice-like hand clamped around Querl's neck, the other balled into a fist and poised to smash the android's head to bits.<p>

"Wait!" Querl cried, struck by the pitiless anger in Superman's eyes. "Superman, wait, please!"

"I'm not falling for that again." Superman said, his voice low.

"It's not what you think!" Querl continued, pleading. "I swear, Superman, it isn't what you think. Ever since the incident when I first touched it . . . the pulse scrambled some of my circuits, it's just my voice modulator acting up, nothing else. I promise you, that's all it is."

The hand around his throat relaxed a little, and the raised fist dropped a few inches. The glare softened by a few small degrees.

"Are you sure?" Superman said, carefully watching Querl's face.

The android's eyes flicked off to one side. "Ninety-seven percent." he replied.

Superman nodded once, slowly. "Computo," he said, "unlock the door."

"Complying," Computo responded, and the door hissed open.

"Finally!" Cosmic Boy exclaimed, exasperated, as he strode into the room. "You'd better have a pretty good reason for- what's going on here?"

"CB, I'm taking Querl back to his quarters." Superman said gently.

Cosmic Boy's gaze took in the room quickly: Querl, pinned against the wall by Superman; the smoking remains of the doppelganger; the video looping on the terminal. He nodded curtly.

"Do that. Keep an eye on him until I send someone to relieve you."

"I'm sorry about this, Querl." Superman said quietly, removing his hand from the android's throat and putting it around his arm instead. "I wish there were another way."

"Don't be sorry." Querl admonished as the Man of Steel escorted him out of the medical bay. "It will only make things more difficult later on."

"Don't talk like that!" Superman admonished, squeezing the arm a little. "Everything is going to be fine."

Querl shook his head. "It isn't, and I have proof."

"Proof? What proof?"

The green-skinned youth sighed, looking at the far wall of the corridor as they traveled along. "Kell-El." he said.

"You're gonna have to explain that one, Brainy."

Querl looked over sharply, his jaw clenched, then turned his eyes back to the hallway. "Kell-El's future still exists. From this I can infer that nothing was significantly changed between the time he arrived and the time he departed."

"Right, because we stopped Imperiex from destroying this past."

"Correct. But Kell-El's future is still a ruin. We didn't 'fix' that future, merely prevented it from being completely wiped out. There was something else Kell told you about his future. Something about me. Do you remember it?"

Superman's brow furrowed. "He said one day you would. . . ."

"I believe his exact words were, 'go all old-school Brainiac on the universe.'" Querl supplied.

"He also said no one's destiny was written in stone."

Querl shook his head slowly. "I'm afraid in this case, it is. In order for a future that contains Kell-El as we know him to exist, no significant historical event can have been changed by his interference here."

Eyes narrowed, Superman asked, "What are you trying to say here, Querl?"

"It's still going to happen, Superman." he replied softly. "One day, maybe not for years to come, I will succumb to the darkness. I will give in to the influence of Brainiac 1.0 and I will destroy the Legion, along with most of the universe as we know it. Imperiex will rise and Kell-El will be created to fight him. I don't know when it will happen, but I know it will."

Superman halted, his hand tight around Querl's thin arm. "You're talking crazy." he asserted. "It _doesn't_ have to happen. You can beat this. _We_ can beat this."

Querl shook his head, eyes downcast. "The future is inarguable, Superman. If Kell-El's future exists, it has to happen."

"How can you be sure Kell's future _does_ still exist? Maybe something changed in the last year. Maybe just _knowing_ about it is enough to stop it from happening." He took Querl's shoulders in his hands and stared earnestly into his eyes. "You can't give up, Querl. Not ever. You have to have hope, otherwise . . . otherwise who knows? But if you let us help you, I know you can make it through this."

Querl looked at him for a long moment, considering. "Show me that Kell-El's future no longer exists, and I'll believe you." he said at last. "Until then, I will stay in my quarters under twenty-four hour surveillance. And I'll show you how to activate the electromagnetic pulse. You may need it."

"I'll show you." Superman vowed. "You beat this thing once, and you can do it again."

"And how many more times after that?" Querl inquired.

"All of them." the Man of Steel replied instantly, and set off down the hallway once more.

* * *

><p>Cosmic Boy was still standing in the medical bay, watching the video on the terminal, when Saturn Girl entered.<p>

"What happened?" she asked, drifting over to the table where the melted remains of the doppelganger lay.

"I'm not sure." Cosmic Boy replied gravely. "Nothing good. Come look at this."

Saturn Girl crossed to the terminal, settling gently to the ground and turning her eyes to the video. She watched in silence for three repetitions, her lips pinched tightly together.

"It doesn't look good, does it?" Cosmic Boy said at last, watching her almost as closely as she watched the video. She shook her head slowly.

"So there was no intruder." she said. "Not a physical one, anyway."

Cosmic Boy looked over at her. "What do you mean, 'not a physical one?' You think maybe it was a psychic attack?"

"We can't rule it out as a possibility." she responded, watching as the video started over again. "It could also be a hacker, I suppose. Isn't that what happened last time? Imperiex found a backdoor into his programming and disabled his firewalls. I think that's what he said."

"I'll take that into consideration." he said, crossing away to the table and bending over the slag heap thereon. "What do you make of this?"

Saturn Girl pulled herself from the terminal and joined Cosmic Boy. "It's destroyed." she said. "That much is obvious."

"But who by?" the dark-haired Legionnaire mused. "If I didn't know better, I'd say _that_," he gestured to two deep indentations in the metal, "looked like Superman's handiwork."

Saturn Girl peered at the indentations. "It certainly _looks_ like the result of heat-vision. You could always ask Superman, you know. I'm sure he could tell you what happened much better than I could."

Cosmic Boy considered for a moment, rubbing his chin. "You're right. He's with Querl now. Would you mind...?"

"I'll relieve him of guard duty." she sighed, flicking her hair over her shoulder.

As she turned to leave, he put a hand gently on her shoulder.

"Saturn Girl, I know this has been a trying time for all of us. And I'm sorry. I'm sorry I have to ask you to do these things. But you know I'm doing it for the good of the team, the good of the universe. I want to believe Brainy's innocent as much as anyone-"

"No," Saturn Girl interrupted, "you don't." Gently, she removed his hand from her shoulder, although she held onto it with both hands. "Cosmic Boy, what happened a year ago changed all of us. We can never go back to the way it was, and maybe that's for the best. This team will never be what it was before. It isn't your fault- it isn't anyone's fault- it's just the way it is. I wish I could tell you that everything will be all right, but I can't. What I need you to do, what this _team_ needs you to do, is look at the facts as they are, not as you want them to be."

"I don't _want_ Brainiac to be guilty!" Cosmic Boy objected, brows furrowed in consternation.

Saturn Girl shook her head. "Maybe not consciously. But it's a solid theory, and you prefer it over all others. I'm just asking you to accept middle ground, that's all. Just consider it."

Cosmic Boy sighed, hanging his head. "I'll try, Saturn Girl. Would you go get Superman now, please? I need to find out what happened here. You know, get _all_ the facts in order before I start making theories."

Saturn Girl smiled. "Thank you, Cosmic Boy." she said, and departed like a soft breeze.

* * *

><p>Querl sat in the chair in the center of his room, his fingers steepled, eyes closed, head bowed. Superman stood by the door, leaning against the wall, arms crossed.<p>

"Talk to me, Querl." Superman said at last.

"There isn't much to say." Querl replied.

"Sure there is." Superman answered, considering the ceiling. "It's been a whole year. What've you been doing?"

Querl shrugged, opening his eyes but keeping them fixed on the floor. "I went to the University of Applied Sciences in Metropolis."

Superman raised an eyebrow. "You started school? What for?"

Shaking his head, the android answered, "I was their consultant for robotic research for a long time. When they heard I'd quit the Legion, they asked me to join their robotics lab as a supervising scientist. I accepted. For the past year, I've been working on. . . ."

There was silence, until Superman shifted his weight slightly. Querl was holding unnaturally still, not even blinking. Superman cleared his throat. "Working on?" he prompted.

Querl blinked. "I've been working with a student named Abel on a project he likes to call 'living metal.'"

"Abel?" said Superman. "As in. . . ?"

"The very same."

"Isn't he, like, eight years old?"

"Nine, now."

There was a brief pause. "Living metal." said Superman. "I guess that makes things . . . awkward."

Querl shrugged again, crossing his arms and leaning back in his chair, turning his gaze to the ceiling. "Not particularly. I suspect it's the time-stream's attempt to shortcut the process. It tends to take the path of least resistance to fixed points in time."

"Like a real stream." Superman said. "I get it. So you've been working on that. Been making any friends?"

Querl's gaze flickered to Superman and away again. "A few." he replied. "Your . . . cousin, for one."

Superman stood up straight, his interest peaked. "My _cousin_?" he said. "I have a cousin?"

"Yes." Querl answered. "If you haven't met her yet, you will quite soon." He paused. "I shouldn't tell you any more than that."

"Don't worry about it." Superman told him, nonplused.

Querl glanced at Superman. "What have you been doing?"

Shrugging his broad shoulders, Superman replied, "Oh, you know. Making friends, forming the Justice League. Politics is a lot harder than I would have thought."

This elicited a small smirk from Querl. "Tell me about it." he agreed, rolling his eyes.

"And I met your ancestor."

The words were like a stone dropped into a pondripples of silence spread outward from them, filling the whole room.

"And?" Querl said eventually.

"He's not like you." Superman said. "And just like you."

"What a very human thing to say," the android commented.

"Sorry," Superman said, "but that's the best way I can think of to describe it. He's evil, of course, he has no real emotions to speak of, and he wants to destroy all life. But he's also confident, brilliant, determined. He doesn't give up for any reason. In him, that's not such a good thing. But in you, Querl, it's great."

"There isn't as much difference between us as you'd like to think." Querl said.

Superman shook his head. "It doesn't matter. Maybe on the outside you're a lot alike, but deep down inside, in your core . . . you're not him, Brainy."

Querl looked up sharply. "I told you I don't like that name." he snapped.

"But it's _your_ name," Superman said, "and it's part of who you are. You can't run from yourself forever. I know it's hard, but you have to try and accept who you are, and learn from it, and grow. I know you can."

Waving a hand agitatedly, Querl interrupted, "This is all very well, Superman, and I appreciate the motivational speech, but now is hardly the time."

Superman scowled, then crossed in a few strides to Querl's side, taking a knee next to his chair. "Listen to me." he said. "It doesn't matter what you think about yourself. It doesn't matter what you've done, or what you might do."

"Superman-"

Superman took hold of his arm. "There are _people_ out there who _need_ you, Brainy. Your friends. Your teammates. Six of them are still missing, and you're the only one who can find them. So for their sake, and for mine, have your identity crisis later. You know I care about you, but I also care about my teammates, and they need you at one hundred percent." He paused, then said more quietly, "I need you."

Their gazes met and held for several long moments.

"That isn't quite what I meant." Querl said softly.

"What _did_ you mean, then?" Superman demanded.

"I meant it could wait until Saturn Girl wasn't standing outside the door."

The door, obligingly, hissed open, and the blonde Legionnaire stood framed against the light of the hallway. She drifted into the room, hesitantly. Superman was already on his feet, taking a step away from Querl.

"I hope I'm not interrupting anything," she said, glancing between the two.

"Not at all." Querl replied, businesslike. "I assume Cosmic Boy would like to see Superman?"

"Got it in one," Saturn Girl affirmed, less than thrilled.

Querl turned to Superman and said, "You'd better go."

The Man of Steel frowned, crossing his arms. "Okay," he said, "but we're not done here."

"Fine, fine." Querl waved a hand dismissively. "Later."

With a _whoosh_, Superman swept from the room, leaving it in silence. As Querl and Saturn Girl watched each other, the door hissed closed and the lock clicked.

"What was all _that_ about?" Saturn Girl asked at last.

Querl put a hand to his head, pinching the bridge of his nose. "I'm not certain, but I think he was trying to make me feel better."

"Did it work?"

"Not in the slightest. Saturn Girl, I need to ask you an important favor."

She bit her lip, brow furrowed, and sighed briefly.

"I see how well your trust initiative has played out." Querl said, perhaps more sharply than he had intended. He looked up to see her hurt expression, and sagged in his chair. "I'm sorry, Saturn Girl. That was unwarranted. I assure you, this has no bearing on the current doppelganger situation. I just need an outside opinion on something."

"All right," Saturn Girl answered, floating to Querl's side, gbut I reserve the right to refuse if I think you're trying to destroy the universe." She smiled at him, but he was looking at a panel in his arm, checking some kind of graph.

"You understand the mind better than anyone else in the Legion." Querl stated, not looking up. "Furthermore, you understand _my_ mind better than anyone, with the exception of myself." He closed the panel and finally looked up at her. "I think there's something wrong in my head," he said flatly, "and I need you to help me find it."

"You _want_ me to go poking around in your mind for secrets?" she asked, taken aback. "You _know_ I'm not comfortable with that."

"I know, Saturn Girl, and I am sorry. But this is very important to me, and you're the only one who can help. So I'm asking you, as a friend, to do this one thing for me. Please."

Saturn Girl sighed, shaking her head. "All right, Querl. I'll help you. But I have to tell you that if I _do_ find anything, I'll have to report it to Cosmic Boy."

"I understand that." Querl answered. "In fact, I'm counting on it." He pressed a few keys on the arm of his chair, and a second seat rose from the floor.

"How many of those do you _have_?" Saturn Girl asked, seating herself gingerly.

"There's one under every floor panel." Querl responded, the ghost of a smile tugging at his lips. "Shall we begin?"

"This won't be pleasant," Saturn Girl warned, gently placing a hand on Querl's forehead.

"**For either of us, I think**." Querl replied, and Saturn Girl was deep enough in psychic concentration that she did not hear the odd harmonic in his voice.

* * *

><p>Although she had closed her eyes in Querl's quarters on the Legion cruiser, she opened them in a dark room, with a table and two chairs in the center and no other features of any kind. She took a moment to look around herself, finally recognizing Querl's psychic projection leaning against a wall nearby. She crossed to him, and he glanced up.<p>

"All right?" he asked.

"So far, so good." she responded. "I think you can take the walls down, now."

"Not just yet." Querl said, holding up a hand. "Saturn Girl, I have to warn you, this could be dangerous. There are things in my mind that I'm not sure of, things that have been hidden from me. There are dark corners I've never explored and things I've purposely locked up. Imperiex's meddling let loose Brainiac 1.0, but it may have done other things, as well. You'll have to be on your guard, as will I. If you're having doubts about doing this, now would be the time to say so."

"I have doubts," Saturn Girl answered, "but I'm still going to go through with it. Everyone has a right to be safe in their own head."

"Very well." said Querl. "This may be disorienting."

Around them, the room fell away, leaving them standing on some kind of invisible platform. All around them, Coluan symbols, sketched in light, raced up and down in long lines.

"Okay," said Saturn Girl, looking around nervously. "How are we supposed to find anything in here?"

"Give me a moment to arrange my thoughts." Querl said. From the darkness, three large spheres connected by two rods materialized from nothing. "Change to plane format. Visualizer on." Querl instructed. The spheres flashed once and vanished. The strings of Coluan symbols ended and raced away, and around them a shore front suddenly materialized, complete with the sounds of waves and seagulls and the smell of salt. Saturn Girl took an involuntary step back.

"Not quite what you were expecting, is it?" Querl said, smiling faintly. "I've formatted my systems to fit the two-dimensional spatial navigation you're used to. The scenery is purely cosmetic, I admit, but I thought it might help you better relate to the space."

"Right," Saturn Girl said, taking a deep breath. "I was kind of expecting . . . I don't know, a lot of rooms and sideways staircases."

"In the style of M. C. Escher, I assume." the android said. "A mind would have to be cluttered indeed to need that kind of visualization. Come on, there's a dark spot around here somewhere." He took to the air ponderously, and Saturn Girl followed.

"What do you mean, a 'dark spot?'" she asked as they flew along.

"One of the corners I've been concerned about exploring." he explained. "They tend to be . . . dim."

"How so?"

"Like that." he said, and pointed.

Ahead of them, a curtain of night had fallen over the beach, leaving a whole section of it in darkness. It was just possible to make out the outline of the water, and nothing further.

"That looks . . . ominous." Saturn Girl commented.

"Yes. You see why I was reluctant to explore this alone. We'll enter on foot; it will give us time to gauge our surroundings and attract less attention."

As they alighted on the sand just shy of the dark curtain, Saturn Girl asked, "Attention from what?"

"Possibly nothing." Querl replied, carefully considering the sheet of night before him. "But I would rather be safe than sorry."

Saturn Girl nodded. "In that case, let's go."

With a deep breath, they stepped over into the darkness.


	7. Help

Superman knocked gently on the doorway to the medical bay, taking a hesitant step inside. "You wanted to see me?" he asked.

Cosmic Boy looked up from his study of the melted doppelganger. "Ah, Superman. Yes. What happened here?" He gestured to the slag heap on the table.

Superman sighed, crossing to the table and critically eyeing the remains of the doppelganger. "Well," he began slowly, "Querl was dismantling this thing. He asked me to look up some security footage"

"I saw." Cosmic Boy interrupted.

"Okay. Anyway, I noticed him putting some parts back in the thing, so I asked him what was going on. He just said, 'it's worse than I thought' and then told me to destroy it."

The dark-haired Legionnaire raised an eyebrow. "And you did?"

"Well, yes." Superman replied. "I didn't see any harm in destroying it, since that's what Querl was already doing. Or supposed to be doing."

"Right. And then what happened?"

"Then. . . ." his voice trailed off, his brows furrowed. He sighed heavily and crossed his arms. "I can't explain it. A . . . a sort of _change_ came over him, something in his voice. It was like that time a year ago. I overreacted."

Cosmic Boy shook his head. "I'd say your response was appropriate, considering the circumstances. That's it? That's all that happened?"

"Ye-es," Superman said, "so far as I remember. Listen, CB, I know this looks bad for Querl, but there has to be some kind of explanation. Other than the obvious one, I mean."

"I've been considering it. Saturn Girl is with him now?"

"Yep. Are you going to keep him under guard again?"

Cosmic Boy considered for a moment, glaring at the melted doppelganger. "No." he said at last. "Keeping him under guard will just increase collateral damage if he goes rogue again. It'll be surveillance only, and if he manages to shut that down, we'll assume the worst."

Superman's eyebrows lifted. "So you're planning to just let him go?" he asked.

"Yes," Cosmic Boy replied, switching his glare to the Man of Steel, "at least at first. The last time we tried to detain him, he nearly killed seven Legionnaires. You were one of them. I'm not going to let that happen again. We'll only let him get far enough to be in range of the laser-cannons. He shouldn't have time to digitize anything until then."

"And what if he decided to digitize us first?" Superman demanded. "We'll be in range of that long before he's in range of laser-cannons. And if that happens, who's going to stop him?"

The other man sighed, putting his palms on the table and leaning heavily on it, head bowed. "This is a risk I have to take." he said. "It's the best chance we have. _If_ he goes rogue. He might not."

"Glad to hear you say it. But if it does come down to a fight, do you really think we can win?"

Cosmic Boy straightened, a smirk on his face. "I think we can, if we call in a little extra help."

* * *

><p>Saturn Girl took in her surroundings quickly, shoulders tense, every hair on the back of her neck standing up. The dark place carried with it a terribly ominous feeling, one whose source she could not place. As she glanced to her right, she gaspedQuerl had vanished.<p>

"Querl!" she called, taking a step towards where he had been standing.

_"It's all right, Saturn Girl."_ His voice came from everywhere, as though over some sort of invisible PA system. _"It's just that my projection lost integrity. I am sorry; I should have anticipated this."_

"No, it's fine." She glanced around again, noting the complete motionlessness of the scene. Even the ocean was still inside the shadow. Everything was cast in shades of night, as though the sun had suddenly set and no stars had come out to take its place. The sky was black as velvet, although it was not difficult to see nearby objects. "What exactly am I looking for?"

_"I'm . . . not entirely certain."_ Querl replied. _"I'm currently checking the size of the area. It appears to be fairly small."_

"How small is fairly small?" Saturn Girl asked. There was a brief pause, filled with utter silence.

_"A few hundred meters in diameter,"_ came the reply, _"no more than that."_

"That's still a lot of area, Querl." she sighed. "Can't you give me any clues?"

_"You make this sound like a treasure hunt."_ he answered peevishly. _"All I can say is that I assume you will find __something__ if you continue further inward."_

"Great, just what I need." Saturn Girl sighed, taking her first hesitant steps into the night world. The sound of her footsteps crunching on the sand was ear-shattering in the silence. "Going into this place alone."

_"You aren't alone,"_ Querl corrected, _"I __am__ this place."_

"I hope that wasn't supposed to make me feel better," Saturn Girl replied, "because it just made me feel creepy."

_"My apologies."_

"It's fine." Because the silence was so breathtaking, so complete, she could hear her own heartbeat thrumming in her ears, her own breath as it hissed in and out of her lungs. She started talking again, lest the silence unnerve her completely. "So you really have no idea what I'm looking for?"

_"Not exactly. I have some idea, but nothing concrete."_

After two breaths of silence, she pursued, "Care to tell me your theories?"

_"Ah. Yes. Of course. I . . . that's odd . . . Saturn Girl, wait just a moment. . . ."_

"What is it, Querl?" Her feet lifted from the ground and her fists clenched. She swept her gaze across the landscape, attuned to any sign of movement. There was none.

_"I'm having some . . . trouble entering this far. I think something is . . . preventing me. I'm afraid you . . . may have to go on . . . alone."_

"Perfect," she sighed. "Are you all right?"

_"Yes, I'm fine. Saturn Girl, promise me something."_

"I'll see what I can do." She settled gently back to the ground, like a feather.

_"Whatever you find in there, whatever you encounter . . . do not engage it in combat. No matter what happens, don't . . . put yourself at risk."_ He sounded like he was struggling for breath. _"The last thing we need at this point is you . . . going into another healing coma. We can't afford . . . to lose you. So promise me . . . whatever happens, don't fight."_

"Do you think I'll need to?"

_"I hope it won't . . . come to that. But I can't be sure. I can't . . . stay much longer. Promise me."_

Saturn Girl took a deep breath. "I promise, Querl. Recon only. No combat."

_"Thank you."_

She stood for the space of five slow, controlled breaths, waiting for another word from Querl. When none came, she steadied herself and continued on.

It was less than five minutes later when the thing materialized in front of her. She leapt back with a cry, instinctively bringing her psychic power to bear, before recognizing what the thing was.

It was roughly the size and shape of a full-grown man, but with a bald head and no neck. Its features were minimal, consisting of two rectangular eyes and a rectangular mouth, but were somehow slightly familiar. On its domed forehead was the symbol of the Brainiac line, the three circles connected by two lines.

**"Hello, Saturn Girl."** it said in a robotic hum of a voice. **"I have been expecting you."**

"The original Brainiac, I presume." she retorted, remaining in her battle-ready stance. "I should have known you were behind this. How did you get into Querl's head?"

**"'Get into?'"** Brainiac inquired, somewhat sardonically. **"I am an integral part of his programming. I am the foundation upon which his personality is built. I did not 'get into' his head; I have been here all along. He can no more be rid of me than you can be of your subconscious."**

"That's a lie!" Saturn Girl cried. "You're the reason he's been acting this way! You're what's causing his mood swings, his . . . his. . . ."

**"Traitorous behavior? I think not."** The robotic form turned to gaze at the mirror-flat ocean. **"Much as you must hate to admit it, your . . . friend has always had the potential to betray you."**

"A potential you exploited. You took him over, made him do those terrible things."

**"I? I have no such power over him. I merely suggested. He is the one who betrayed you. He and he alone was responsible for his actions. I merely showed him the way."**

"That's . . . not true. It can't be. You took over his mind. I _saw_ you! I saw what you did to him!"

**"No. You saw what he did to himself. I was given freer reign, certainly, but Brainiac 5's actions were entirely his own. I am a mere subroutine in his processors. I have no more power to take over his mind than, say, your dreams have to take over yours."**

Saturn Girl slumped, her face the very picture of pained disbelief. "How can that be? Brainy wouldn't . . . he _couldn't._. . ."

**"I'm afraid he did. Given time, he will do so again. It is in his nature. He cannot resist it."**

"So you mean . . . no matter what we do, he's going to go rogue again?"

The head rotated smoothly to look at her through its featureless, rectangular eyes. **"Precisely. Your only option, should you wish to avert the eventual digitization of your universe, is to destroy your friend."**

"And why can't I just destroy _you?_"

**"The actions are one and the same. Must it all end in violence?"**

Saturn Girl bit back a reply, remembering Querl's warning. "No," she said, "not this time. But I'll come back, with help."

**"He refused to come with you, did he not?"** Brainiac interrupted. **"He is afraid of me."**

"He didn't _refuse, _he couldn't come any further." Saturn Girl retorted.

**"It is his own mind. He is free to come and go as he wishes. He has lied to you, about this and perhaps other things. He knew it was I who waited here for him, and he was afraid of me. Confront him, when you can. I have not lied about this, nor about anything else I have told you."** The head swiveled away again. **"You may go."**

Saturn Girl gasped, finding herself suddenly back in her own body, falling out of the stool in Querl's quarters. A pair of strong hands caught her and set her upright, holding her shoulders, while green eyes stared into her own.

"Saturn Girl. Saturn Girl!" He was calling her name, but his voice sounded far away. "Are you all right? What happened?"

"I . . . I'm fine." she answered, gently removing his hands from her shoulders. "Everything's fine. Are _you_ all right?"

"Fine." he said shortly. "What happened in there? What did you find?"

She looked away, tucking her hair behind her ear as she waited for the world to stop spinning. "It was the original Brainiac. He was waiting for me."

Querl sighed. "As I suspected."

She looked up sharply at him. "You _knew?_" she demanded.

He raised his hands, palms out, in a pacifying gesture. "I guessed. I wasn't certain."

"And you still let me go in there alone?"

His brow furrowed. "_Let_ you go? What did my ancestor say to you in there?"

Briefly, Saturn Girl recounted the conversation. By the end of it, Querl was slumped in his chair, his head in his hands.

"It's worse than I thought." he said, when she had finished. She reached out and put a gentle hand on his shoulder.

"I'm sure there's something we can do." she assured him.

"Yes," he said, and then, with a short, humorless bark of laughter, "kill me now, before I have the chance to"

"No!" Saturn Girl cried, rising suddenly. "No one is going to do that."

"No one has to." Querl retorted, rising as well. "Do you think I'm not capable of shutting myself down?"

"I won't let you." she insisted. "There has to be another way. There has to be a way of getting the original Brainiac out of your mind for good."

Querl shook his head. "There isn't. It would require rewriting the foundations of my mind. Do you have any idea how difficult that would be? One mistake, one line of code wrong, and I could end up a completely different person, a drooling vegetableor dead. No, that isn't a viable option."

"It's better than just giving up, isn't it?" Saturn Girl demanded. "It's better than throwing your life away, or endangering the entire universe, isn't it? Compared to that, any alternative is better."

The green-skinned android sighed, sinking back into his chair. "I don't know if it is. I . . . I'm afraid to even consider it. It would take days, _weeks_ of work, and it could . . . I could. . . ."

Saturn Girl sat as well, taking Querl's hand in her own. "But it's worth a try, isn't it?"

After a moment, Querl's jaw clenched. "Would you do it?" he asked, suddenly looking up at her. "Would you erase the foundations of your mind and pencil them back in, with nothing but hope that they wouldn't just collapse and leave you a shambles of your former self? Would you do it?"

"If it were a choice between that and becoming a monster?" She squeezed his hand. "Yes. But I'm not the one who has to make the choice. I wish I were. I wish there were some way I could make this easier for you."

"Forget it." He took his hand from hers. "I'll need a few things. Can you get them for me?"

"Anything."

"The first is access to Computo." She drew away slightly, and he continued, "I'll need a workspace to rewrite my code, and I can't do that on my personal systems. I don't have the processing power. So I'll need access to Computo to edit and compile the script. I'll also need. . . ." He stopped.

"What?" she asked.

Slowly, placing his words as carefully as a house of cards, he said, "I'll need a full copy of myself. Complete in all but mind."

"_What?_"

"Hear me out, Saturn Girl, please. I'm not going to test the code on myself. If I make a mistake, it will kill me, or at least render me unable to fix the code. I will need a clone with a blank processor to test the script on."

"But Querl, if it doesn't work, you could end up with . . . with some kind of. . . ."

"Vegetative copy of myself? That's not what worries me. That can be easily shut down and the program rewritten. What worries me . . . is if I get it right. What I do when I have a fully operational copy of myself, identical to me in every way except that it is missing my ancestor's evil influences."

"Oh." Saturn Girl said quietly.

"I know what would _have_ to happen," Querl continued, "but I don't know if I would have the courage to do it."

"Querl, we're not going to let you make a clone of yourself and let it kill you." Saturn Girl objected.

"It wouldn't be a clone." he replied. "It would be me. It would have all of my memories, my thoughts, my feelings, but without the potential of going rogue. It would still be _me_, Saturn Girl. No one would even have to know the switch had been made."

"But what if Brainiac 1 influences you while you're rewriting the code? What if you accidentally create something _worse_, something more likely to go bad?"

Querl shrugged. "You're the one who suggested this course of action. After some consideration, I personally think the risks are worth the benefits, and I'm putting considerably more at risk. Are you backing out?"

Saturn Girl paused, taking a deep breath, and then got to her feet. "I'll see what I can do about getting you access to Computo."

"Thank you." Querl said. As Saturn Girl turned to leave, he added, "And Saturn Girl? It would be best if the others didn't know about this."

She looked over her shoulder at him. There was an expression of deep, tired sadness on his face, but he smiled at her, wanly.

"They wouldn't understand."

She nodded, then said, "Is there anything else you need?"

Querl glanced around the room as though taking an inventory. "No, I think I have everything I need. Except a lot of microprocessors. Several hundred, if you can find them."

"Can I ask you something?" Saturn Girl asked.

"You just did," Querl pointed out, "but go ahead."

"Do you know what you did with your old body? The one you replaced with the living metal replica?"

"That was my first thought. I believe, but I am not certain, that it is stored somewhere in this room. I'll do my best to find it. You see what you can do about getting me access to Computo. I'll worry about the rest."

"And I'll worry about you." she said, then drifted quickly from the room, sealing the door behind her.

* * *

><p>In a dark room, three figures sat around a table, their faces shrouded in shadow.<p>

"Why is it so dark in here?" one asked.

"Sh!" another insisted. "It's for ambiance. And anyway it's not important."

"I'm just saying, it's not like we're anonymous or anything."

"Oh, let him talk, Bouncy," a third, female voice cut in, "I'm curious."

"Thanks, Vi." the second voice said. "So let's get down to business. You all know why we're here?"

"Duh," said the third voice.

"Because Querl's innocent, and they're treating him like a criminal." Bouncing Boy said, bringing his fist down on the table. "It isn't fair!"

"Exactly." said the second. "We're going to clear his name."

"But how, Cam?" Violet asked. "We don't have any evidence. We're not even sure what they think he's guilty of. How can we prove he's innocent if we don't know what to clear him of?"

"I guess we'd better find out. Bouncy, you know a lot of gossip, what've you heard?"

Bouncing Boy leaned back in his chair, crossing his arms. "I know a lot of people think there never was an intruder. They think he sabotaged the ship and he either hallucinated the intruder or . . . made it up."

"Okay," Chameleon Boy said, "so that's a starting place. We'll need evidence if we want people to believe us. Where do we start looking?"

"Well," Shrinking Violet began, "the engine room is what was sabotaged, so that'd be a good place to start. I can handle that. No one'll even know I'm there."

Bouncing Boy rubbed his chin, looking at the ceiling. "There's bound to be security footage of when the intruder was on board. I can look that up and sort through it. If there was anything there, even if it was cloaked, I'll be able to find it."

"Good." Cam said. "I'll talk to Querl, see what he thinks."

Bouncing Boy and Violet glanced at each other. "Is that a good idea?" Bouncing Boy asked. "CB said no one was supposed to contact him."

"Yeah, but CB thinks he's a criminal!" the shapeshifter objected. "I'm only gonna talk to him. What's the worst that could happen?"

"Uh, he could kill you?" Violet suggested.

"He wouldn't." Cam retorted. "I _know_ he wouldn't."

"Cam, you know we all think Querl's innocent, but . . . how can any of us say what he is and isn't capable of? You saw what he did last year. You saw what happened, we all did. If it really is as bad as Cosmic Boy says. . . ."

"Yeah, but it _isn't._ And he wouldn't do those things again. He's better now." Cam turned his large green eyes to his co-conspirators, supplicating. "I have to do this. You're both doing _your_ parts, and I have to do mine."

Violet put a hand on his shoulder. "Just . . . be careful, okay?"

Cam nodded. "Don't worry. I will be." He put his hand in the center of the table. After a moment's pause, Bouncing Boy and Shrinking Violet placed their hands on top of his. "Go Team Clear Querl's Name!" he cried.

"We need a new name." Violet said.

"Seriously." Bouncing Boy agreed. "And _why is it so dark in here?_"

* * *

><p>Querl sat alone in his room, staring unseeing at the floor. After a few moments, he sighed heavily and got to his feet, placing his hands on his hips and looking critically around the room.<p>

"Now," he said, "where would I have put it?" He stood still, head cocked to the side, then brought up his arm and opened a panel therein. He tapped a few commands on the virtual keyboard, then, when holographic crosshairs had appeared above the panel, slowly panned around the room. As he faced the back wall, a small red blob appeared on the screen. He centered it in the crosshairs, brows pulled together, and slowly walked towards it, stopping when he reached the wall. The red blob had grown into a vaguely human-shaped figure, reclining at a low angle apparently just inside the wall. Through the holographic projection, Querl could see that the figure rested just below the scorch mark on the wall. He closed the screen in his arm, then considered the metal paneling.

"I don't suppose there's any reason for this to be easy," he said, prodding the panel just below the scorch mark. Nothing happened. Querl sighed. "I didn't think so." Digging his fingers into the metal, he tore the panel away with a wince. Reaching into the hole, he dragged out a lifeless body by its shoulders, its legs dropping to the floor with a loud _clang._ Querl laid the torso down gently, crouching next to it. The thing had his face, unmistakeably, its eyes closed as though in sleep. It was not quite so obviously robotic as the doppelganger from the wreckage had been, making at least some attempt to appear human with the inclusion of hair and the lack of exposed wiring or joints.

"Well this is familiar," Querl commented; then, putting his head to the side, "Is my nose really that small?"

Behind him, there came a low whirr, followed by a beep. He stood and turned, seeing the computer banks behind him turning on one by one. He smirked and crossed to them, typing a few commands into the main console. A dialogue box appeared on screen, saying, _SECURITY CAMERAS DISABLED._ A few keystrokes later, and another box appeared, this one reading: _DELETE VIDEO FILE? Y/N_

Querl sighed. "They wouldn't understand," he murmured, and hit _Y_. In another two minutes, he had replaced the deleted footage with a loop of himself sleeping in his chair, taken from several days before, but with the time stamp changed to reflect the current date and time. There was now no evidence whatsoever of his discovery of the body stored in his wall.

He called up a stool from the floor and seated himself in it, plugging a few cables from his arm into the main bank. A moment later, all the screens had filled with column after column of Coluan writing, scrolling rapidly by. Querl sighed, watching the words zip past with a put-upon expression.

"This is going to take a while," he said, and began typing.

* * *

><p>Superman looked at Cosmic Boy, one eyebrow raised. "'Extra help?'" he said. "What kind of extra help?"<p>

Cosmic Boy smirked. "I thought you might ask that. I took the liberty of contacting one of our off-world Legionnaires yesterday. Asked him if he could put in some time to help out here."

"I thought we had everybody working on this." Superman said. "Or on something, anyway."

"This Legionnaire isn't exactly . . . contemporary." Cosmic Boy admitted. "I figured that, since it wasn't enough to call you in, we might want to just go ahead and go the extra mile. After all, if we learned anything from last time, it's that two Supermen are better than one."

Superman's face registered first shock, and then anger. "You didn't." he said, then rushed forward, taking Cosmic Boy's purple collar in his fist, crying, "Tell me you didn't!"

"What? Superman, what's wrong with you?" the Legion leader demanded.

"Not him. Tell me you didn't call him."

Behind them, the door opened and Saturn Girl drifted in, followed by a large, dark figure. "Cosmic Boy, he's here." she said. The figure entered, stepping into the light of the medical bay. He was tall and broad, with jet black hair, a square jaw, and brilliant green eyes, made all the more startling by the fact that the whites of his eyes were black.

"Sorry to interrupt," he said sardonically, "but I heard you guys were having some computer problems."

Superman dropped Cosmic Boy, staring at the visitor in despair.

Cosmic Boy brushed off his chest and crossed to the newcomer, shaking him warmly by the hand. "Glad you could make it. It's good to have you back with us, Kell-El."


	8. Idle Hands

**AN: Good grief, has it ever been a long time! Thank you all for your kind reviews and encouragement; otherwise, I might never have picked this story back up. Cheers to being busy, and extra cheers to not being so busy anymore! Hopefully I can get another few chapters in before school starts again. Welcome back to the story, and thanks for being here!**

* * *

><p>Chameleon Boy knocked surreptitiously on Querl's door, then hissed, "Querl! It's me, Cam."<p>

From inside, Querl's voice, muffled by the door: "Go away!"

"Gotcha," Cam said, and transformed into a flatworm, wriggling under the door. He shifted back into his normal form on the other side, but his face went from an easy smile to puzzled shock in a matter of seconds. "Querl . . ." he stammered, "what is this?"

"What are you _doing_ here?" Querl demanded, raising his magnifying goggles and rising angrily.

The scene was not a pretty one. Querl had been hunched over a work table, on which lay a copy of himself as he had looked a year ago. The copy's head had been opened, and Querl was in the process of slotting tiny square circuits into its skull cavity. Both he and the copy were plugged into the wall, where a row of monitors scrolled columns of Coluan writing.

Cam pointed a trembling finger at the body on the table. "What is _that?_" he quavered, his eyes wide and shining.

Querl's demeanor changed in an instant. He held up both hands, palms out, his face softening into an expression of gentle concern. "Cam, I promise you, this is not what it looks like." he crooned.

"I don't even know what it _looks_ like!" Chameleon boy cried.

"All right, Cam, calm down." Querl continued in the same placating tone. "I can explain."

Cam's jaw clenched, horror and determination vying for prominence on his face. "You'd better." he warned. "I'm getting real tempted to call CB in here."

"Listen then. I know this looks bad, but there's a perfectly good explanation. I'm in the process of rebuilding my mind without my ancestor's evil influences. In order to make sure I've done it correctly, I had to make this . . . shell, to test the program on once it's done."

"You're _cloning_ yourself?"

"No, I'm not. I'm rewriting my programming to ensure I don't destroy the universe. Is that an issue?"

Cam relaxed, ever so slightly, taking a hesitant step forward. "This seems like an awfully . . . creepy way to do it."

Querl smiled. "I know. Sometimes it gets under my skin, too, and I have to put it away." He turned to the bank of computers and inputted a few commands. The Coluan writing first stopped scrolling, then vanished, from each of the screens in turn. He unplugged himself from the wall and the shell, then tucked the shell and its gurney into an open panel in the wall. Within a few moments, there was no evidence of his project to be seen. He turned back to Cam, closing the panel in his arm. "There. Not so bad."

Heaving a deep sigh, Chameleon Boy shook his head, placing his hands on his hips. "Querl, man, I don't know about this. How long has this been going on?"

"A few weeks." Querl replied, crossing to stand in front of Cam. "Not that it matters too much."

Cam looked up sharply, just in time to be blinded by a flash of white light. Blinking, he said, "Whuh . . . what was going on?"

"You were just telling me why you snuck into my room when I'm supposed to be in isolation." Querl said, his voice sharp. "Honestly, Cam, your attention span is amazingly short sometimes."

"Oh. Oh, right!" The orange-skinned Legionnaire grinned brightly and took Querl by the shoulders. "I came to talk to you. Bouncy, Vi and I are clearing your name. We don't like how you're being treated like a criminal―locked up, under constant surveillance―and I came to get your side of the story."

Querl's eyes narrowed, and he said, "Why don't we sit down? This might take a while."

"Yeah, sure." Querl seated himself in his central chair, calling up a stool for Cam just in front of him. Cam perched on the edge of it, bright and excited. "So. We were thinking about the intruder situation, since that's the first thing everyone mentions."

Querl raised an eyebrow. "Everyone? Have you been gossiping?"

"Me? Nooo. But Bouncy has. You know how much he likes talking."

"Of course."

"But yeah. So how'd the intruder get in, d'you think? And what did it want?"

Holding up a hand, Querl said tiredly, "There was no intruder, Cam."

Chameleon Boy stopped mid-flow, his brow knitting. "What do you mean, 'there was no intruder?' Of course there was an intruder! You saw him, he sabotaged the ship, he was in this room!"

Querl shook his head. "No, Cam. There was no one in this room. Not one of the security cameras shows an intruder. No one else saw it. I can only assume, therefore, that there was no intruder. I was fooled. Conned. Tricked. There was no intruder."

"What, so you're going to assume you're crazy just because nobody else saw anything? That doesn't sound like the Querl _I_ know. What happened to looking for alternative explanations? What happened to examining all the facts?"

"I _have_ examined all the facts." Querl retorted. "There _was no intruder._"

Cam threw his hands up in frustration. "How am I supposed to prove you're innocent if you're just gonna incriminate yourself?"

"You don't have to prove anything." Querl said, his voice significantly more gentle than when he had last spoken. "I appreciate the gesture, Cam, but you don't have to do this. With the way things have been going, it might be unwise, even dangerous, to present yourself as being my friend. Others in the Legion might not like it."

Cam raised an eyebrow. "Don't you think that's a little, y'know, paranoid?" he asked.

"Not in the slightest." Querl replied. "This is politics. If my character is stained, so is the character of all of my friends. It's best if you keep your distance, for now at least."

"What, you mean, you want us to stop trying to clear your name? No way, Querl, nuh-uh." Cam shook his head resolutely. "Bouncy, Vi, and I, we promised we were gonna get you out of this. Or at least help."

Querl sighed. "Very well, if you're determined, there isn't much I can do to stop you. But I will warn you, Cam, it's dangerous to trust me. I don't even trust myself."

"But hey, man, that's what friends are for!" Cam encouraged, grinning. "I got your back, Querl. Don't you worry about a thing."

"I'll do my best. Now, if you don't mind, Cam, I'm technically confined to quarters, and I'm not supposed to have visitors. You'd best leave before somebody sees." He pointed to the security camera in the corner between wall and ceiling.

"Oh! Right. I'll come back later, we'll talk about your side of the story then." Cam saluted smartly, then transformed himself into a flatworm and wriggled out under the door. Querl sighed and sank deeper into his chair.

"I can't keep doing this." he muttered to himself. "Four times in a row is too many."

* * *

><p>Superman stared at Kell-El, and Kell-El glared at Superman.<p>

"Nice to see you too." Kell-El said eventually in his sardonic monotone. "Somebody want to tell me what's going on? He's been doing this since I got here_._"

Superman's shoulders slumped and he shook his head slowly. "He was right." he said. "It's going to happen."

Cosmic Boy, Kell-El, and Saturn Girl shared a dubious look. The three of them, along with Superman, were gathered in the control room. Saturn Girl floated over to Superman and put a gentle hand on his shoulder. "You're not making any sense, Superman." she said. "What's going on?"

Superman turned his bright blue eyes on her, and she was startled to see them sparkling with tears. "Querl told me." he said. "He told me that Kell-El only existed because, someday, Brainiac 5 goes rogue and destroys the Legion, and most of the universe. That if he still exists, it's because the future hasn't changed." He gestured weakly to Kell-El. "Here he is. So nothing has changed."

Cosmic Boy scowled. "Querl told you this?"

"Yes." said Superman. "I saw no reason to doubt it."

"Querl can be wrong." Saturn Girl assured him. "He isn't infallible."

Kell-El raised a hand. "Um, _excuse_ me." he butted in. "Are you really meaning to tell me that you _trust_ this guy? Your teammates start getting digitized. Your computer gets sabotaged."

Superman stiffened. "There was no proof that was sabotage."

Kell-El ignored him. "You called in Querl for help, and then your _ship _gets sabotaged. There's apparently some invisible intruder, you take some weird Brainiac 5 doppelganger onto your ship where it starts messing with Querl's head, and Querl has been locked up in his room for the whole thing, apparently just twiddling his thumbs. Did it ever occur to you that maybe he was behind it?"

"He _wasn't_." Superman snapped. "And he _isn't._ Something else is going on here, and I'm going to find out what." He strode towards the door, brushing past Kell-El, who put a hand on his arm, stopping him.

"Where are _you_ going?" he asked.

"I'm going to get Querl." Superman replied, brushing off Kell-El's hand. "We've been talking about him behind his back for weeks. He should know about _this_, at least."

"Are you sure that's a good idea?" Kell-El demanded. "Cluing in a possible traitor to your plans isn't generally considered good strategy."

"What _plans?_" Superman asked. "We haven't _planned_ anything. I'm going to tell him you're here and see what he has to say about it."

Suddenly, the PA system crackled to life. Computo's voice came coolly through the speakers, saying, "Unauthorized shuttle launch. Bay 1. Unauthorized―" Suddenly the voice went silent. Kell-El and Superman stared at each other for a moment.

"Bay one. _Now!_" Cosmic Boy cried, and all four Legionnaires rushed from the control room.

* * *

><p>The bay doors were just opening when Saturn Girl, Superman, Cosmic Boy, and Kell-El burst into the launch area. Querl was leaning against the side of the shuttle, his arms crossed. He raised an eyebrow at them.<p>

"Nice of you to join me." he said, and then, to the air in general, "Computo, abort launch."

"Launch aborted." Computo replied, and the doors began sliding shut once more.

"What's going on here?" Cosmic Boy demanded, advancing on Querl. "How did you get out of your quarters?"

"I tried your communicators, but apparently someone thought it wise that I shouldn't be able to speak with anyone." Querl answered. "I had to get your attention somehow."

"He's acting weird all right." Kell declared, yellow holographic blades flickering to life over the backs of his hands.

Querl turned his gaze to the clone. "Ah, Kell-El. I was wondering when they would call for you. Good to see you again. How's the 41st century holding up?"

"No better than before, as you should know." Kell retorted, his feet leaving the ground.

"I think we should all just _calm down_." Saturn Girl said, stepping gingerly between Querl and the other Legionnaires. "Querl, would you mind explaining what's going on here?"

"Not at all, Saturn Girl. You see, this is more of a test than anything. I'm afraid we all failed."

"Not a very good explanation." Superman said.

"My apologies." Querl said, inclining his head. "I'm testing to see if there ever could have been an intruder, and, if so, why it isn't on any of the security footage. It's more of a proof-of-concept than actual _science_, but I didn't think anyone would mind."

"You're supposed to be confined to quarters." Cosmic Boy pointed out. "Was it unclear what that meant?"

"I've been confined to quarters for four _days,_" Querl spat, "if you want to get technical about it. I'm tired of sitting around doing nothing."

"They do say the Devil makes work for idle hands." Superman commented.

"Yes, thank you for that." Cosmic Boy snapped. Just then, the doors hissed open again and Lightning Lad and Timber Wolf came rushing in.

"What's going on?" Lightning Lad demanded. "And what is _he_ doing out of his room?"

"_He_ is not a zoo animal, and refuses to be kept in a cage." the green-skinned android retorted. "No one _else_ on this ship ever does anything."

Timber Wolf growled. "I don't trust him. Something doesn't smell right here."

"It's probably the kryptonite." Querl said. When all eyes turned to him, he sighed and pinched the bridge of his nose. "I shouldn't be able to get headaches," he muttered. "This shuttle contains all the kryptonite we have onboard. I was going to send it back to headquarters, so we didn't have a repeat of . . . last time." He glanced at Superman and quickly looked away again. "I may not be able to prevent another incident, but I can at least mitigate it."

"Querl," Superman began, taking a step forward. Querl held up a hand.

"Don't, Superman." he cautioned. "This shuttle isn't lead-lined. You shouldn't get too close."

"Wait _just_ a second." Kell-El cut in. "You said a minute ago you were testing to see if there could ever have been an intruder. What does that have to do with launching all this kryptonite into space? If there's even any in there."

"Fair point." Querl answered. "As we speak, I'm running a program that will erase me from any continuously updated video feed, including but not limited to security cameras. If it works, I'll know there could have been an intruder. And I'll also know what to look for."

"Yeah, but how likely is it that somebody else could fool Computo like that?" Lightning Lad asked.

Querl glanced at the ceiling. "I calculate a two percent chance that anyone with less than a tenth-level intellect could write and run the necessary programs without being detected."

"So basically only you could do it." Cosmic Boy cut in.

"Please," Querl rolled his eyes. "Any Coluan who has connected to the Hivemind in the past thousand years has at least a tenth-level intellect, not to mention several species of hyper-sentient glowworms from the Andromeda galaxy."

"And how likely is it that any of _those_ are our mystery intruder?" Kell-El asked.

"Sixty percent chance it's another Coluan." Querl answered immediately. "I give it ten percent for the glow worms."

"What's the other thirty percent?" Timber Wolf asked.

"That there was no intruder, and I did it myself." He sighed. "I thought we'd been over this."

"Saturn Girl, take him back to his quarters and make sure he _stays_ there this time." Cosmic Boy ordered. "Timber Wolf, go with her. Lightning Lad, go tell Bouncing Boy to set a course for Tachron Galtos."

"Tachron Galtos?" Superman exclaimed. "What for?"

"So we can put him somewhere he'll _stay._"

Suddenly, Querl laughed, a short, humorless sound that rang harsh on the ears. "You think Tachron Galtos could hold me?" he mocked. "You think _any_ prison in your pathetic organic-run world could hold _me?_ I _invented_ the cells in Tachron Galtos when I was nine cycles old. You think I don't know how to break out of one?" He closed his eyes and shook his head. "**Such overconfidence.**"

There was an ear-splitting _crack_ and a blinding flash of blue light, and Querl fell smoking to the floor, his eyes rolled back in his head. Across the room, Lightning Lad's arm-cannon made a series of metallic noises at it transformed back from cannon to arm.

"Not taking any chances." he said.

Superman's jaw clenched as he looked at Querl's prone form, sparks still crackling over its surface. "This is really getting out of hand." he said, and flew from the room.

"Couldn't agree more." Cosmic Boy muttered. "Kell, check the shuttle, see if there's really any kryptonite in there. I could've sworn we didn't have any, but I guess there's a lot I don't know about what goes on on this ship. Everyone else, you have your assignments, get to them."

Saturn Girl drifted over to Querl and lifted his body in a cocoon of psychic energy. Timber Wolf loped over to her, sniffed once, and shook his head. "This whole thing smells funny. Right down to the core."

"I know Querl isn't the most . . . trustworthy right now." Saturn Girl said as they exited the shuttle bay. "But I don't think his behavior warrants this kind of overreaction."

"I'm not talking about Querl." Timber Wolf said. "I'm talking about people getting digitized, our ship getting sabotaged, and all anybody can think to do is point fingers. Well I've been investigating while everyone else was busy picking out a scapegoat."

Saturn Girl stared at him in surprise. "You have? What did you find out?"

"For one, I can answer the question of whether or not there was an intruder. I would have, if I'd known anybody was asking. The whole engine room reeked of something weird, something I'd never smelled before. I'd bet anything I'll find it again in Querl's room."

"Do you know what it was?" Saturn Girl asked.

Timber Wolf wrinkled his nose and shook his head. "I've never smelled it before, like I said. It was kind of . . . _robot_-smelling, but not quite."

"I'll take your word for it."

Inside his psychic stretcher, Querl moaned and stirred. "I should never have given him that arm." he murmured. "It has caused me _nothing_ but trouble."

"You've been causing a fair bit of trouble yourself." Saturn Girl pointed out.

"I had to get your attention somehow. _Ow._"

"You could have called someone. You could have called _me._"

"Don't get me wrong, Saturn Girl, I would have preferred to. But I also needed someone to find what was in that ship."

"And what _was_ in that ship?" Timber Wolf asked. Querl looked over at him.

"About sixty kilograms of kryptonite, which I found on this ship."

Saturn Girl's eyes went wide. "Sixty _kilograms?_ Where did you find that much?"

Querl smiled feebly. "In a lead-lined box underneath Superman's quarters. Rigged with explosives. There could be others, but that was the only one I felt it necessary to remove immediately."

Saturn Girl turned to Timber Wolf. "Go back there and have a look at that kryptonite. This might be a big clue. Our intruder could still be aboard." Timber Wolf glanced at Querl, then back at Saturn Girl. She rolled her eyes. "_Go._" she said. "I have it under control."

Timber Wolf grunted and loped off down the hallway, back the way they had come.

"How is your . . . other project coming?" she asked quietly.

"Other project?" Querl asked. When Saturn Girl looked down at him, confused, he glanced at the nearest security camera.

"Oh." she said. "_Oh._ The living metal experiment. Back on Earth."

"Oh, _that._" said Querl. "I don't know, I haven't checked in for weeks." His eyes went wide. "Kara's going to come looking for me." he said, a note of horror in his voice.

"Kara?" Saturn Girl asked.

"You'll find out." he replied. "Probably very soon."

* * *

><p>Once Querl's door had closed securely behind them and Saturn Girl had deposited him in his chair, Querl finally took a moment to take stock of himself. The strike from Lightning Lad's arm had overloaded his circuits and left his head spinning, but with every moment that passed the biomatrix of his brain was repairing itself, and he could <em>feel<em> his cognition improving, could feel the way the metallic cells knit themselves back together. He decided he didn't like the feeling, and would rather not experience it again.

"Can I safely assume you've disabled the security cameras in here?" Saturn Girl asked.

Querl nodded. "They've been down since I regained access to Computo. I've been using clips from past years to fill in the empty space."

"How's the project coming?"

He let out a sigh. _It terrifies me,_ he thought, _because I can't find anything wrong with it._ "Well enough." he answered. "It should be done soon."

"Why did you do it?" she asked suddenly. "Why sneak out of here and load a shuttle with a kryptonite bomb you found and _didn't tell anyone about,_ and then set off an alarm just to have us come find you?"

"I―" he began, and stopped, chewing his lip. "I had to find a way of getting you all to leave me alone. The work is at a very delicate stage, and I couldn't have people bursting in on me in the middle of it. Cam's already done it four times, and I'm concerned that if I continue wiping his memories, it may do lasting damage. I had to give you something else to do."

"Why not just tell us about the bomb, then?"

_Don't tell her,_ he thought, _just lie, it's fine._

And then, _Lying to your friends is a dangerous habit. Are you sure this is worth it?_

"There was no bomb." he said. _Idiot,_ he thought, _she was the __only one__ who trusted you._

_And I've honored that trust by telling her the truth. Shut __up._

Saturn Girl's fine eyebrows met over her nose. "What do you mean, 'there was no bomb?'"

"I . . . planted that evidence. I made the bomb myself and loaded it onto the shuttle. But I need you to confirm what I told you and Timber Wolf in the hall; that it was hidden under Superman's room and that there may be others. Can you do that for me?"

Her confused expression turned to a scowl. "_Are_ there others?"

Querl's internal voice dropped into a cool monotone. _Did I not tell you? Her trust is broken. She will relay your treachery to Cosmic Boy and you will be eliminated._

_ They wouldn't do that._

_ Would they not? I believe Lightning Lad came quite close. That arm of his can be so terribly troublesome._

_ I am __trying__ to have a conversation. Leave me __alone._

_ Very well, we shall resume at a later time._

"No," he said, "there aren't. I would never purposefully endanger Superman's life. Or any of the Legion. The circuitry on the bomb I did make is completely non-functional, anyway."

Saturn Girl knelt in front of him and put a hand on his. The touch felt strange to the addled circuits of his skin. "I want to trust you, Querl." she said to him, her pink eyes large. "I want to believe you're doing this for the good of the Legion, and the universe."

"And do you?" he asked.

The large, pink eyes looked away. "No," she answered, "not while Kell-El is here."

"That's what I thought." Querl answered. "If it makes any difference to you, I've thought of something since I told Superman about the Kell-El paradox. It's possible that his future can cease to exist without removing him from existence. When Imperiex traveled back in time, we can presume his actions, up until he was. . . ."

"Killed." Saturn Girl supplied.

"Yes. We can presume his actions destroyed Kell-El's future as we know it, since the universe was, nominally, destroyed, while he and the rest of us escaped. It was only Imperiex's death that made it possible for Kell-El to return to his own time. However, in the intervening time, when Imperiex was still alive, Kell-El still existed."

"What are you trying to say, Querl?" Saturn Girl asked.

"I'm trying to say that it's not too late." he replied.

She stood and took a step away from him. "While the Legion exists," she said, "it's never too late."

"Thank you." he said. "Believe me, it's nice to have support for once."

The door opened for her, but she lingered on the threshold for a moment.

"To support you," she said, "or destroy you. Whichever is necessary."

The door closed behind her with a hiss. Querl stared at it for a moment, disbelieving.

"If that's the way you want to play it," he muttered to himself, "then _fine._ Let's play." He opened a panel in his arm and said into it, softly, "Authorization one one three five."

There came a small beep from his arm and Computo's voice replied, "Voice code accepted. Primary ignition is armed."

"Detonate."


	9. Reboot

**AN: I feel like every chapter I post, I comment on how long it's been since the last one. Oh well! Enjoy―IF YOU CAN.**

* * *

><p>The explosion rocked the entire ship and left it ringing like a bell. At least six different alarms began screaming in its wake, and the sound of running feet echoed in the hallway. Querl closed the panel in his arm and straightened his shirt. Crossing swiftly to the banks of computers set into his wall, he worked at them methodically for a little over a minute before shutting them off entirely. He settled into his chair, steepled his fingers, and watched the door, waiting. It was five more minutes before the door opened and Cosmic Boy rushed in.<p>

"You―" he began, and cannoned into the force shield Querl had erected around his chair. It let off a vague purple shimmer where Cosmic Boy had struck it, then faded back into invisibility.

"Let's discuss this calmly, shall we?" Querl suggested.

Cosmic Boy's fists clenched and began to shimmer with power. Querl shook his head.

"You can try, but this room contains a magnetic resonator apparatus that will counteract your powers within one tenth of a microsecond. It's a little slow, I admit, but I've only been working on it for a few weeks, and I have had other projects to occupy my attention." The floor beneath his feet buckled briefly and halted. Querl smiled. "I see it's working."

Saturn Girl entered the room behind Cosmic Boy, her eyes glowing solid pink. A high-pitched whine began to emanate from the walls, modulating in uneven spikes and waves. Saturn Girl drifted to the ground, her expression confused, the glow fading from her eyes.

"And _that,_" Querl said, "is a very distracting noise. I designed it to render the concentration necessary for the use of psychic powers nearly impossible. You can bring the entire Legion into this room, if you like. I've prepared for all of you."

Superman sped into the room after that. Querl sighed, downcast. "I'd prefer not to deploy my contingency plan for you, Superman. Please don't make me. I just want to talk."

"Kell is in the infirmary." Superman stated, his face dark with rage. "Riddled with splinters of kryptonite. If anyone else had been in that shuttle, they would be dead."

"Let me explain―" Querl began. Superman cut him off, relentless.

"A piece of the shuttle went through Cam's leg. Both of Timber Wolf's eardrums are ruptured. Lightning Lad is unconscious and bleeding internally."

"Superman." Querl's face was taut. The Man of Steel forged on.

"What would have happened if Shrinking Violet had been in that room? Can you _imagine_ what that explosion would have done to her? Or Bouncing Boy? And if it had ruptured the hull, we'd _all_ be dead! As it is, we've got four Legionnaires out of commission and at least six more injured." He strode to the force shield and crashed his fist against it, shaking the chamber and lighting up the entire cylindrical field for a moment. "You had better have a _damn_ good explanation!" he roared.

Querl sat in silence for a moment, listening to Superman's heavy breathing while a small crowd gathered outside the door. "I didn't detonate that bomb." he said eventually.

"_What?_" Saturn Girl cried, rising into the air. The android regarded her coolly.

"I didn't." he stated. "But I knew you would all think I had, which is why I deployed the contingencies."

"Less stalling, more explaining." Superman demanded.

_The truth will set you free,_ Querl whispered to himself.

_The truth will get you killed,_ he replied, looking at the circle of angry faces around him.

"I've been framed." he said. "Again. Doubtless, whoever placed the bomb in the first place was frustrated by its removal. Hoping to injure as many Legionnaires as possible, they detonated it while it was being investigated."

"Liar." Saturn Girl accused. "_You _put that bomb there. You planted evidence to keep us occupied. _You said it was non-functional!_"

Cosmic Boy turned to her. "You _knew_ about this?"

"Please, stop." Querl interrupted. "Much as I'd love to have the fingers pointing somewhere else, all of this is beside the point."

"And what _is _the point?" Superman asked. The force shield bowed inward as his fist pressed against it.

"There is an intruder on board this ship, and there are more bombs." Querl stated. "Ask Timber Wolf, if you can get the message across. I trust the explosion didn't damage his sense of smell."

"You're _lying._" Saturn Girl insisted. "I _know_ you made that bomb. I _know_ you set it off. I _know_ what you were trying to keep us away from!"

Querl raised an eyebrow. "Really? Perhaps you'd like to inform the rest of us."

"You've been making a copy of yourself."

"You're confused. We found that doppelganger floating in the wreckage of Imperiex's ship. It was destroyed weeks ago."

"_No!_ There was another one, one that you were making. Editing your own code to remove your ancestor's influences, or that's what you _said_ you were doing. You've been working on it for weeks!"

His eyebrows knitting together, Querl replied, "When did I say this?"

"Four weeks ago, when you were first confined to quarters!" she cried, exasperated. "We can look up the footage. I was _here_. I went into your mind with you and found Brainiac 1.0. You told me you could rewrite your code to remove him. You told me you'd need a shell to test it on. You told me earlier today you've wiped Cam's memory _four times_ because he kept walking in on you!"

"Cosmic Boy, if you would be so kind as to run back through the security footage of this room from the past four weeks." Querl said, then turned back to the blonde psychic. "Saturn Girl, I have no memory of any of these events. Now, perhaps my system is far more compromised than I've been led to believe, but it seems to me that you may have been the victim of a surgically precise psychic attack."

Meanwhile, Cosmic Boy was riffling through the security footage of the past four weeks, fast-forwarding. The only figure to appear in the room for a long time was Querl, going about daily tasks, programming thirty contingency plans into his room's computer, sleeping, constructing and deconstructing logic puzzles. Once, Cam entered under the door and had a brief conversation before leaving again. After a long few minutes, Cosmic Boy closed the screen.

"He's telling the truth," he admitted reluctantly. "No one else but Chameleon Boy has been here. He's been alone in his quarters."

"He _hasn't!_" Saturn Girl cried. "He tampered with the footage!"

"Doing so would require access to Computo, which I do not have."

"You _do!_ I _gave_ you access so you could work on your project!"

All eyes turned to Saturn Girl.

"You gave him access to Computo?" Cosmic Boy asked, his voice quiet.

"She didn't." Querl said. "Watch. Computo! Activate main screens."

From the room, a soft chime, followed by Computo stating, "Error: unauthorized user detected. Cannot comply."

Saturn Girl looked injured. "I don't understand. I don't _understand._ I _know_ what happened. I _know_ what I saw!"

"Can you be certain?" Superman asked gently. "We've all been fooled before." He put a large hand on her shoulder. "It's possible, isn't it? That you were attacked."

"_I would have known!_" she cried.

"Not if the attack was precise and insidious, as I suspect it was." Querl interrupted. "Someone who knew you very well crept into your mind and placed false memories. While there, they extracted the access override for Computo. Someone has attempted to frame me, and in the meantime has had full and unrestricted access to our systems."

"What about your experiment?" Saturn Girl demanded, rallying somewhat. "You said you ran a program to erase yourself from video feeds, to see if the intruder could have done it. You said you removed that bomb from under Superman's room and put it in the shuttle. You started an unauthorized launch to gather us all down there. What was all that for, if it wasn't part of your plan to distract us?"

"Distract you from _what?_" Querl retorted. "As you can see, I have no secret clone in my room. I have no access to Computo. I got Cam to run the code for me." He pressed two fingers to his temple, eyes squeezed shut. "Whoever did this was brilliant. And they did not act alone. We had best find the rest of the bombs before they, too, are detonated. And set course for Takron-Galtos."

"Why Takron-Galtos?" Cosmic Boy asked.

_I have them,_ Querl thought, with a rush of triumph and a twinge of guilt. "There are few people in this universe with enough psychic prowess to infiltrate Saturn Girl's mind. It would be best for us to check their whereabouts, don't you agree?"

* * *

><p>That night, the ship was dark and quiet, humming softly as it shouldered its way through space. Alone in his room, Querl could hear the faint bug-scratching sounds of welding torches in the shuttle bay, repairing the damage from the kryptonite bomb.<p>

'_Alone,'_ Querl thought, _is not the right word._

On the table before him lay the Other Him, the one that in life had been Brainiac 5, its eyes closed, its metallic skin buzzing as he uploaded the code from his computers. One of its fingers twitched. Querl watched it like a hawk, unmoving; waiting, waiting, waiting.

An hour later, the buzzing quieted and a small dialogue box appeared on the main screen, simply saying, _UPLOAD COMPLETE._ Every synthetic muscle in Querl's body tightened; he could hear the whirr of his own processors, could feel every molecule of air as it ricocheted off his skin.

Brainiac 5's purple eyes snapped open, wide and staring.

"**Annnntsssss. . . .**" he buzzed, beginning to tremble all over. "**My hhhhhead is fulllll of **_**aaaants!**_" His voice rose to a scream. "_**Get them out! Get them out! Get them―**_"

Querl slammed his hand down on the kill switch and watched the Other Him collapse back onto the table, its eyes dark and dead, its mouth slack. He stood there for the span of forty seconds, motionless save for the violent trembling that had seized his limbs. Slowly, he removed his hand from the switch and breathed deeply. The trembling subsided. He opened a panel in his arm and said quietly, "Attempt One: failure. Neural mismatch led to tactile hallucinations." He paused. "Decidedly disconcerting."

He closed the panel in his arm and turned away from the Other Him as it lay inert on the table. Querl sighed. "It's going to be a long night," he said, and began typing.

* * *

><p>Superman sat in the infirmary, placed equidistant between Kell-El and Timber Wolf. Across from him, Chameleon Boy lay beneath a pile of white sheets, his outline wavering as he dreamed. In the bed to Cam's right, Lightning Lad slept, an oxygen mask fixed over his angular face, a tube of clear liquid diving into his organic arm. Other beds in the infirmary also held occupants, sleeping fitfully, all their vital signs displayed on screens above their heads. Superman watched Lightning Lad's screen intently; the heartbeat faint, the breathing slow, the numbers to the sides worryingly small.<p>

The door hissed open and Bouncing Boy waddled in. He spied Superman, waved, and seated himself at Cam's bedside.

"How are they?" he asked.

"They'll pull through." Superman said, as though he could make it so by the conviction of his voice. His eyes went back to Lightning Lad's vitals, and he repeated more softly, "They'll pull through."

Bouncing Boy sighed and looked down at Cam. "I'm surprised Violet isn't here." he said.

"Be surprised no more," came a tiny voice, and Shrinking Violet blossomed from the air vent overhead, growing to her full size, seating herself on Cam's other side. She looked down at the orange-skinned shapeshifter with a quiet tenderness that made Superman smile.

"The gang's all here," he said, crossing his arms and leaning back.

"Almost all here." Bouncing Boy corrected. "We need Querl to make it a full gang."

Quiet descended, kept from silence by the beeps and hums of the machines around them.

"Do you believe him?" Superman asked suddenly. "That he didn't plant that bomb? That he didn't detonate it? That Saturn Girl was attacked?"

"Yeah." said Bouncing Boy. "I've always believed him. Vi and Cam and me, we're out to clear his name. He's not a criminal. I trust him. I know him." He looked at Violet. "We know him. And besides, we found three other bombs, just like he said we would. I trust him."

Shrinking Violet nodded. "Querl's a little weird sometimes, and I'm not saying it didn't hurt to have my head slammed against a wall, but that wasn't Querl. That was Brainiac One. Querl is my friend, and a fellow Legionnaire, and I swore an oath to protect him."

Superman nodded slowly. "I want to believe him. But it all seems so . . . contrived. It's an awful lot of coincidences, don't you think? Saturn Girl had some pretty convincing evidence. She was convinced, anyway. And he _has_ been acting strangely, you can't deny that."

With a small moan, Chameleon Boy sat up, rubbing his eyes. "I think the strangest thing would be if he started to act _normal._" he proclaimed. "Man, I don't know what kind of painkillers we use, but they're _sweet._"

"Cam!" Violet cried, and embraced him. Bouncing Boy gave Superman a knowing look. Both of them smirked.

"Hey, hey, easy on the merchandise!" Cam protested. Violet settled back in her chair, blushing. Cam smoothed back his antennae carefully. "Who knew shuttles had so many sharp pieces, right?" He shoved aside a pile of blankets to reveal his bandaged leg. The tissue around the injury shifted uneasily, as though unsure of what to do with itself.

"Eeew," said Bouncing Boy, recoiling slightly, his eyes fixed on the wound, "does it always do that?"

"I don't know," Cam answered, "I've never been hurt this bad before. Durlans heal fast, but we heal weird. I knew a guy who grew back an entire arm. But it started with the hand. He just had a hand sticking out of his shoulder, and then the rest of the arm grew out under it, _schwoop_, like a plant." He grinned. "It was real funny to watch him try and clap."

"Boy, those painkillers really do a number on the thinking, don't they?" Superman said, smiling. "Only time I've heard loss of an arm be funny."

"You should've seen when Arm Fall Off Boy came to try-outs." Bouncing Boy said. He, Cam, and Violet all erupted into raucous laughter. "Poor guy went to pieces."

"Literally!" Violet cried, and snorted.

"I feel like I shouldn't think that's funny," Superman hazarded, "but I actually do. _Arm Fall Off Boy?_"

The other three cried in unison, "Arm Fall Off Boy!"

From Superman's right, Kell-El's sardonic voice: "Not that I don't appreciate the humor of the situation, but people are trying to sleep."

"Sorry!" Cam whispered, still snickering to himself.

Once again, Superman found his gaze drawn to Lightning Lad's vitals. Was it just his imagination, or did the heartbeat seem weaker? He listened closely, focusing on his hearing; there were so many heartbeats, the rushing bellows-sound of so many bodies breathing, the beep and hum and whine and buzz of so many machines monitoring and tending, the uncomfortable squish and squeak of Cam's cells shifting, the faint crackle of Lightning Lad's electrical field. . . .

There, a little hiccup in one heartbeat, the slightest change in volume, pace; the drum slowing and quieting by nearly imperceptible amounts. Superman shot to his feet.

"Get Cosmic Boy." he ordered. "Get Saturn Girl. We're going to lose him if we don't do something."

Bouncing Boy and Violet were on their feet in an instant. "I'll get CB." Bouncing Boy declared, inflated, and cannoned from the room.

"I got Saturn Girl." Violet replied, and, shrinking mid-air, zoomed out through the air vent.

"What about you?" Cam asked. Around the infirmary, others were waking up, drawn from sleep by their concern for a teammate.

"I'm staying right here." Superman said, crossing to Lightning Lad's side. "Nobody dies on my watch."

* * *

><p>Once again, the Other Him was buzzing on the table, its head filling up with the edited program. This time Querl was pacing, back and forth, back and forth, his hands clasped behind his back. The hour of upload time seemed to take an eternity, before finally there was the soft chime, the message from the main bank: <em>UPLOAD COMPLETE.<em>

Querl waited, intent upon the Other Him, waiting for it to become Brainiac 5.

Slowly, his eyes opened. He sat up as though he expected to fall to pieces at any moment. Querl held his breath.

"Where am I?" Brainiac 5 asked, looking around in confusion.

"Your room." Querl answered. Brainiac 5's head snapped around to look at him.

"You're . . . me?" he asked.

"In a manner of speaking." Querl replied. "Think of me as version 5.1, and you as version 5.2. Beta."

Brainiac 5 shook his blonde head, his face drawn with confusion. "I remember . . . I remember. . . ." His face fell blank as though a switch had been flipped. "**I remember my purpose.**" Glowing pink eyes turned upon Querl. "**This world is flawed.**"

Resignedly, Querl hit the kill switch again. The Other Him fell back onto the table with a loud clank and clatter, once more a dead hunk of metal and circuits. Querl opened the panel in his arm.

"Attempt Two: failure. Brainiac One-Point-Oh subroutine gained control in twenty-seven point six seconds." He snapped the panel shut and returned to the main computer bank, wiping the Other Him's mind blank as a starless sky and beginning, once again, to pick through his inner workings line by line.

* * *

><p>"How is he?" Saturn Girl asked, entering the infirmary just ahead of Cosmic Boy. The lights had all been turned on, and all of the occupants were awake and watching, save Lightning Lad.<p>

"Holding together." Superman replied, moving away from the bedridden Legionnaire to make room for Saturn Girl. "But getting worse."

Gently, she placed a delicate hand upon Lightning Lad's forehead and shut her eyes. A moment later, she opened them again and winced. "Superman, bring me that green bag from the cabinet. It's a stimulant, to increase his heart rate and breathing. Cosmic Boy, the defibrillator."

Cosmic Boy drew back. "His heart hasn't stopped. Why do you need that?"

She glared at him. "He's de-charging. His electrical force is draining away and his life is going with it." She smoothed the ragged hair back from his sweat-glazed forehead. "We need to hook him up to a battery."

* * *

><p>Querl sat in his chair, glaring across the expanse of his room at the Other Him that lay stubbornly on the table, code pouring into its head.<p>

_Seven hours_, Querl thought, _third attempt. How many more? How long before someone comes looking for me? How long before we reach Takron-Galtos? How long before they figure out the lies?_

And then, _What if I can't make it work?_

A chime, a dialogue box. Querl was on his feet in an instant, rushing to Brainiac 5's side.

The Other Him lay still, his eyes open and unseeing, his mouth slightly open. Querl waited, but there was no change. He snapped his fingers before Brainiac 5's face; he didn't even blink. Querl struck his face, hard. The head twisted to the side and remained there, still staring. A thin line of milky hydraulic fluid crept from the side of Brainiac 5's mouth and dripped onto the table.

Slowly, his limbs leaden, Querl walked to the main bank and pressed the kill switch. He leaned against the instrument panel for a moment as the light faded from the eyes of the Other Him. Eventually, Querl moved again, like a wind-up toy.

"Attempt Three: failure. Running of program resulted in non-responsive vegetative state." He sighed. "So much for 'third time's the charm.'"

* * *

><p>"A defibrillator is not a battery." Cosmic Boy objected, bringing the machine to Saturn Girl's side.<p>

"Not yet." Saturn Girl answered, then turned. "Bouncing Boy, do you think you can modify it to supply a small amount of current for an extended period of time?"

Bouncing Boy recoiled. "What, _now?_ Maybe, if you gave me three weeks, two physics textbooks, and the manual, _maybe._" Seeing the angry glares, he held up his hands helplessly. "I'm _sorry!_ I can't do it."

"We're going to _lose_ him." Saturn Girl admonished.

"It's okay, BB." Cam piped. "Nobody expects you to be Querl."

Bouncing Boy's face set into a stiff expression of determination. "Give me ten minutes." he said, and swiped the defibrillator from Cosmic Boy before stalking out of the room.

* * *

><p>Another hour of work, another hour of waiting, another upload complete.<p>

"Attempt four: failure. Subject unable to produce or comprehend language of any kind. Communication only possible via gestures and images."

He wiped the mind of the Other Him, worked on the code for forty minutes, re-uploaded, waited the long hour.

"Attempt five: failure. No control over body. Could only think and speak."

Wipe, work, upload, wait.

Wait, wait, wait.

"Attempt six: failure. Program resulted in infinite logic loop and would not run."

Wipe, work, upload, wait.

"Attempt seven: failure. Vegetative state again."

_How many hours? How many days?_

"Attempt eight: failure."

The outside world faded to a quiet crackle of white noise. He was vaguely aware of people moving outside, voices in the hall coming and going.

"Attempt nine: failure."

His eyes burned, his fingers ached. Nothing had ever existed save this room, this bank of computers, this table, this Other Him. He could no longer recall the sound of any voice but his own.

"Attempt ten: failure."

Wipe, work, upload, wait. Brainiac 5 espied Querl and fixed his laser-cannon upon his progenitor faster than a human eye could blink. The kill switch was cold beneath Querl's hand as he watched the laser pulse fade from the cannon just in time. Trembling. Sinking to the floor. Head spinning, hands cold, eyes imprinted with the greenish afterimage of bright death as it had stared him in the face.

Voice shaking. "Attempt eleven: failure."

Breathe, focus, stand. Wipe, work, three hours this time. The Coluan symbols like gibberish before his blurring eyes. Ears ringing with the silence.

Upload. Wait. Holding his breath would have meant more if he'd needed to breathe.

"Attempt twelve: failure."

"Attempt thirteen: failure."

"Failure. Failure. Failure. Failure."

Slamming his head against the wall. The pain was meaningless.

_How many days? How long before they come looking for me?_

"Attempt twenty: failure."

The temptation to break the Other Him, to bash its brains out as it lay defenseless upon the table.

"**A meaningless effort. It is already dead.**"

"No one asked you."

"**This entire enterprise is foolish. Surely you must know by now that you cannot hope to remove me.**"

"No one _asked_ you. I'm working. Leave me alone."

"**Your expenditures are futile. Why not give in to the inevitable?**"

"Attempt twenty-six: failure. Subject believed it was a human abducted by aliens and forced into a robotic body."

More hours, more code. No time to sleep. No room to think of anything else.

"Attempt thirty-three: failure."

Someone knocked, or perhaps it was only the sound of his brain rattling inside his head. He answered the door. A muffled conversation, as though through water, as though dreaming. _This must be what it's like to dream_, he thought. The interloper went away. The door closed.

Upload, wait. Ignore the buzzing voice. No room to think of anything else. _Keep telling yourself that._

He was slumped in his chair, exhausted, not even watching as the Other Him awoke for the thirty-seventh time.

"Oh." Brainiac 5 said. Querl looked up tiredly.

"How many tries?" Brainiac 5 asked.

"Thirty-seven." Querl replied.

"How many days?"

"Lost count."

"Ridiculous. What do I have an internal clock for, if not to count the days?"

Sighing, he answered, "Seventy-seven hours."

The other scoffed. "You're getting slow. But I suppose it's worth it for the sake of being almost human." His eyes were bright, curious. "What's it like?"

Querl sat up a little straighter. "Do you know what's going on?" he asked carefully.

Brainiac 5 thought about it. "There's something wrong with your programming. You've been editing it and trying it out on me. I would assume, based on past events, that you've been trying to remove our ancestor's influence."

The android nodded. "Has it worked?"

Brainiac 5 smiled at him. "Indubitably."

Querl felt no elation, no triumph. Attempt twenty-six had almost convinced him it was well, before it began to speak of bringing order to the flawed human universe.

"Tell me something only I would know." he demanded.

Brainiac 5 thought for a long moment, then turned his pink-eyed gaze back to Querl. "You always wished he would be more than your friend." he murmured. "But you were too afraid of losing him to say so, knowing he could never accept it. Knowing he would have to go."

Querl waited. Brainiac 5 sighed.

"Green rocks killed the last son." he said, so softly Querl could scarcely hear him.

The almost-human android flipped open the panel in his arm. "Attempt thirty-seven," he said, "success," and fell back into his chair, fast asleep.

* * *

><p>Bouncing Boy hurried into the infirmary, the defibrillator by his side, its electronic guts dangling from its casing.<p>

"It should work." he said breathlessly, taking up a seat by Lightning Lad's side. Saturn Girl still sat with him, her hand on his forehead.

"Hang on, Garth," she murmured. "Just hang on."

In the ten minutes Bouncing Boy had been gone, Lightning Lad's condition had deteriorated rapidly. His heartbeat was weak and irregular, his skin was clammy and pale, his breathing ragged. Bouncing Boy flung the blankets from the redhead's body and plastered the defibrillator's electrodes to his chest.

"Okay, you heap of junk, don't let me down now." Bouncing Boy muttered, flipping the 'on' switch.

Nothing. Not a murmur, not a hum. The defibrillator showed no sign of life. Lightning Lad's heart skipped a beat.

"I don't get it." Bouncing Boy said, his voice hollow. "It should have worked." He kicked the machine. "Come _on,_ you piece of crap!"

Still, the machine remained inert. Lightning Lad's heartbeats grew weaker, slower. The numbers on the screen began to decrease slowly.

"Garth, no." Saturn Girl pleaded. "Come _on_, Garth, don't do this to me. Pull through. You _have_ to pull through!" She tore the oxygen mask away and held his face in both hands. "Garth! Damn you, Garth, you _can't!_"

Bouncing Boy was feverishly checking the wiring inside the defibrillator, muttering, "It should have worked. He _said_ it would work. Here, and here . . . it's all the way he said!"

Quietly, Lightning Lad sighed. The beeping turned to a constant whine. Saturn Girl cried out and desperately pressed her lips to Lightning Lad's. Tears ran down her face. She broke away and laid her head on his unmoving chest, sobbing.

"It . . . didn't work." Bouncing Boy said numbly.

Heads bowed, the others wrapped themselves in grief, cut through by the beep and hum of the machines and the quiet sound of crying. Above it all, there was that terrible single note, wailing into the forlorn darkness of space.

No one knew who started singing, but soon the tune bubbled from every tongue in tremulous tones, the last farewell and the final comfort, not good enough but the best that they could do.

"_The monkey rode on the rocket ship, rocket ship, rocket ship. The monkey rode on the rocket ship, and bumped his head on the moon. . . ._"

* * *

><p>Brainiac 5 shook him awake. For a moment, Querl experienced the tilting sensation of being separated from his own body before he recalled the events of the past four days.<p>

"Someone's knocking." Brainiac 5 told him. "You should answer it."

"How long have I been asleep?" Querl asked, levering himself from his chair. His back ached and his head was splitting.

"What do you have an internal clock for?" Brainiac 5 snapped. "About eight hours."

"Not long enough," Querl griped. "Get out of sight." He opened the door. "Superman?" he said. Something was wrong; he could feel it in the pit of dread that gathered in his stomach.

The Man of Steel raised bloodshot blue eyes to look Querl in the face.

"Lightning Lad died this morning." he said, his voice raw.

Querl stood very still for a moment. He stared at Superman. _I'm dreaming,_ he thought. _This is a nightmare._

"How?" he croaked.

"His electrical energy . . . bled out. He just . . . stopped. Wound down and stopped. We tried to save him―Bouncing Boy tried to modify the defibrillator to act like a battery―but. . . ."

Querl's knees gave out. He barely felt Superman catch him. Who had come to talk to him before? What had they asked? What had he answered? He couldn't remember, couldn't think through the fog. All he recalled was wanting to get rid of them as quickly as possible, to get back to his work, to the Other Him.

Suddenly Querl hated himself. He filled up with hatred and it spilled over, flooding out until he hated everything. Superman, and Bouncing Boy, and Lightning Lad. The Legion. Brainiac 5.

Especially Brainiac 5.

He heard himself scream, and then there was only darkness.


	10. Steel

Brainiac 5 ducked quickly behind the large chair in the center of the room just as Querl was answering the door. Peering through a gap in the wiring underneath, he could see Superman's large, blue-stockinged feet. He felt something in his chest tighten―how long had it been since he'd seen Superman?

_Technically,_ a scathing inner voice told him, _you've never seen Superman, being that you were literally born yesterday._

"Superman?" Querl said. The concerned tone of his voice set processors whirring in Brainiac 5's head.

"Lightning Lad died this morning." Superman croaked.

Brainiac 5 felt like he'd been hit in the head, hard. His vision went dark, his ears rang. The muffled sounds of continued conversation washed against his audial processors, but he was unable to process much of anything. Lightning Lad, dead? Impossible! Inconceivable!

It was the scream that brought him back to reality. His own voice, but strangely distorted, flanging and buzzing and humming. He thought only one thing:

_Superman is out there._

He was moving before he had realized it, the old familiar motions of his limbs more natural than thought. It was as though he had never gone off-line, as though he had fallen asleep a year ago―for his internal clock showed that this particular version of his mind had no memories of his time outside the Legion―and had awoken yesterday morning none the worse for wear. Still, he could feel something fundamentally different within himself, some lightening of his mind―but none of that mattered, in that half-instant when he leapt from behind the chair and blew Querl's head into so much shrapnel.

The pieces of metal _pinged_ as they bounced off of Superman's invulnerable skin. There was a hiss of smoke and the whine of Brainiac 5's laser cannon powering down. Superman stared up at Brainiac 5, wide-eyed and open-mouthed, still holding the limp, headless corpse of Querl in his arms.

"I . . ." Brainiac 5 began, suddenly finding that speech was an unprecedented mental trial, "he was going to kill you." he said.

Superman continued to stare, but his mouth closed.

_The statement seems to have been unconvincing, at best,_ he thought. "Superman, I―"

"So it was true." Superman said at last. He lowered Querl's body to the floor reverently and stood, fixing Brainiac 5 with a piercing gaze. "Everything Saturn Girl said was true." His eyes narrowed. "You lied to us."

"Technically Querl lied to you." Brainiac 5 corrected. "I came online eight and a half hours ago. The last thing I remember, before waking up on a table in this room, is driving Brainiac 1.0 from my mind with your, and Kell-El's, help. No doubt this is the product of Querl's clever editing. Additionally, I find it prudent to mention that he is not dead, merely temporarily incapacitated. He should be recovering presently. Ah, yes. Living metal at its finest." He pointed at Querl's corpse. The shrapnel on the floor was squirming towards the headless body like a swarm of silver slugs, joining together in a formless blob that slowly molded itself into the shape of Querl's head and face. It took on color, tone, and finally stilled its movement. Querl opened his eyes and sat up, gasping. He turned a vicious glare on Brainiac 5.

"That _hurt,_" he snapped.

"Can you blame me?" Brainiac 5 retorted, crossing his arms. "I am simply refusing to take any chances with someone I know to have a history of harming other members of this team. I was fully aware it wouldn't kill you."

Picking himself up off the ground, Querl griped, "Were you fully aware of how much it would _hurt?_"

Brainiac 5 shrugged. "It was not my intention to cause you undue pain." He paused. "I just didn't want you to hurt Superman."

Querl looked at Superman, who was glaring at him. He looked away again, at the floor.

"You lied to us." Superman said. "All of us."

"Yes." Querl replied, defeated.

"You tricked us. You endangered the lives of your teammates."

"I did." he admitted.

"_Why,_ Querl?"

Brainiac 5 was struck by the pleading note in Superman's voice. He wanted, just for a moment, to explain everything, to explain the behavior of that . . . _other_ him. He understood why Querl had done it; he had to remind himself that they were not his own mistakes to atone for, not his own truths to tell.

Querl shook his head. "I . . . I don't know. I don't _know._ I wanted . . . I tried. . . ." He turned supplicating eyes to Superman. "Everything is so confused. Everything is so . . . so disordered in my mind. I don't know what I was thinking. I don't know if I remember how to think straight. I can't . . . I can't account for my behavior, can't justify my decisions. . . ." He put his hands to his head and squeezed his eyes shut. "I barely know who I _am_ anymore." he muttered.

Brainiac 5 took a step forward. "I believe I can shed some light on the situation." he said. Superman turned his gaze to him, raising an eyebrow. "Since I am, in almost every relevant way, functionally identical to Querl, I may be able to provide a more . . . reasoned explanation."

"Nobody _asked_ you," Querl snarled. Brainiac 5 leveled a fully-charged laser-cannon at his head.

"No sudden movements, please." Brainiac 5 said coolly. "After observing you for the past eight and a half hours, I have concluded that my reaction speed is, in fact, a full twenty microseconds faster than yours. More than enough time, as you well know, for me to reduce your head to so much shrapnel. Again. Which I am certain is not an experience you would readily enjoy repeating."

Querl planted both feet on the ground and glared at Brainiac 5, crossing his arms. "Explain, then." he spat.

"You blame me for Lightning Lad's death." Brainiac 5 asserted. "You know, however, that no fault can reasonably lie with me."

"I _never_ should have created you." Querl retorted. "You were a mistake. An error. Your entire mind is a bug that requires rewriting."

"You sound like our dear ancestor. No, don't move. Stay where you are. I'm going to explain everything and you're not going to make a sound."

Querl's jaw clenched and he glared at Brainiac 5, who turned his gaze to Superman. His glowing laser-cannon arm was still pointed unflinchingly at Querl's head.

"My . . . progenitor here has been feeling the influences of the original Brainiac begin to creep into his mind once more. Thus, his behavior has been, to say the least, dishonest and erratic, if not downright dangerous. Therefore, he created me; an . . . _edited_ version of himself, with our ancestor's influence removed from my mind." Brainiac 5's face softened, and his voice took on a tenderer tone. "It's nice to see you again, Superman. It feels like it's only been a day or so, although I know it hasn't. Nevertheless, I'm glad it was you who came."

Superman's eyes narrowed. "And how do I know you're telling the truth?" he asked.

"You don't." Brainiac 5 answered. "I suppose it's a matter of trusting me, as your friend and teammate, not to lie to you. Not about this, at any rate. Some lies are necessary to protect the continuity of the time-stream."

"To protect your good standing, you mean." Querl snapped. The laser-cannon discharged and Querl crumpled to the floor, the slivers of what used to be his head ricocheting around the room.

"I feel I'm going to get very tired of doing that," Brainiac 5 commented. "Still, it's a lesson he has to be taught, otherwise he'll never take me seriously."

Superman was staring, horrified. "Okay," he said slowly, "I know it doesn't kill him, but that's still _really_ disturbing."

Brainiac 5 put away his laser-cannon and rubbed his wrist. "I am sorry, Superman. As I said, I'm unwilling to take chances where the safety of the Legion is concerned." The two of them watched as the remnants of Querl's head began, once again, to reconstruct themselves. Brainiac 5 said quietly, "I can't help but feel responsible, in a way, although I know it's completely illogical."

"It's human." Superman told him. "I can't hold that against you."

Querl picked himself up off the floor. If looks could kill, Brainiac 5 would have been dead twice over.

"Don't," he warned, "do that again."

"Don't give me a reason to and I won't." Brainiac 5 replied.

"Your definition of what constitutes a reason seems overly broad." Querl said.

"Okay, so what I'm seeing here is this." Superman interrupted, before Brainiac 5 could blow Querl's electronic brains out again. "Querl has dug himself a hole, has lied to us all a lot. But it's all on the way to being fixed, and what he needs to do now is explain all of this to the rest of the Legion. We can come up with a plan from there."

If Querl could have paled, he would have. Brainiac 5 could almost see the processors whirring in his mind. "Superman, I don't think that's such a good idea." Querl asserted.

Superman crossed his arms. "And why not?"

Querl swallowed. "You saw how angry everyone was after the bomb went off."

"After you set it off." Brainiac 5 corrected. Querl shot him a microsecond glare before turning his attention back to Superman.

"If I go up there in front of everyone . . . if I tell them the truth . . . Superman, they'll tear me to shreds."

"That is an entirely unfounded supposition." Brainiac 5 pointed out.

"I agree with . . . er, you." Superman said, nodding to Brainiac 5. "No one is going to hurt you, Querl. I mean, sure, they'll be angry. _I'm_ angry. But we're still your friends, and no one will hurt you. Not while I'm around."

Querl looked pleadingly at Brainiac 5. "You can't _agree_ with this. They'll kill me. And probably you, as well."

"As I said previously, that is an entirely unfounded supposition." He thought for a moment. "Besides, I calculate a ninety-nine percent probability that I am the only person on board this ship capable of actually killing you."

Querl's eyes narrowed. "I should have known not to anticipate support from your quarter."

"Yes," Brainiac 5 agreed, "you should have."

Superman's hand descended heavily on Querl's shoulder; Brainiac 5 could see how the weight of it made the other's knees buckle ever so slightly.

"I'll call the other Legionnaires to meet on the bridge. You'll tell them what you told me." He smiled warmly at Querl. Brainiac 5 felt a hot stab of jealousy pierce his chest like a javelin. "I'll be right there with you the whole time. Don't worry."

_Such jealous feelings are entirely illogical, since Querl is, in almost every way, identical to me,_ he thought.

_**However, you were created yesterday, whereas Superman has known Querl for many years. Your memories of Superman are merely programming.**_

_ Ah, I was wondering when you would show up._

Superman looked back at Brainiac 5. "You should come, too. Just . . . you know."

Brainiac 5 brought out his laser-cannon and pointed it at the ceiling, resting his elbow in the palm of his other hand. "Yes," he said, "I know."

* * *

><p>The murmur of the assembled crowd of Legionnaires washed over Brainiac 5 in a familiar wave. To him, it was comforting, but he could see how it agitated Querl into a nervous wreck. His fingers worried at each other with blurred speed and his eyes darted left and right, sizing up all possible exits.<p>

"It's going to be fine, Querl." Superman told the fidgeting android. "Just go up there and explain. Tell the truth. I promise you, right here and now, that nothing bad will happen to you."

"Unless it becomes necessary." Brainiac 5 added. Superman shot him a _not-right-now_ sort of look, and he decided to keep all relevant comments to himself for the remainder of the presentation.

"I can't do this." Querl said.

"Of course you can." Superman insisted, and shoved Querl up to the helm, from where he looked down upon the crowd below. Silence fell. Brainiac 5 could see Querl's throat contract as he swallowed heavily.

"I . . ." Querl began, his voice scarcely a squeak. He swallowed again. "I have . . . a confession to make. Several confessions." He glanced back at Superman before turning to the assembled. Superman looked to Brainiac 5, who shrugged.

"Firstly," Querl continued, "there was no psychic attack on Saturn Girl. Everything she told you about my activities over the past month was true and correct."

Brainiac 5 stepped forward, into full view of the crowd of Legionnaires. There was a collective gasp, followed by a pattering rain of murmurs. The wave of happiness and familiarity that washed over Brainiac 5 upon seeing his teammates evaporated when he saw the angry, distrustful faces they turned towards him. He stepped back, feeling hurt and confused.

"They're angry with me," he whispered to Superman.

"I think so, yeah." Superman whispered back.

"But why? Have I . . . done something?"

Superman shook his head. "They're mad at Querl, and it's hard for them to tell the difference between you two. I mean, there isn't much of a difference, you said so yourself."

Brainiac 5 would have replied, but Querl had begun talking again.

"As you can see, it's true that I have created a version of myself with my ancestor's influences removed. The project was, I suppose, a success in that regard, although I believe him to be functionally flawed in other ways."

"Skip it." Brainiac 5 snapped. Querl glared at him over his shoulder, then went back to his speech.

"It's also true that I planted those kryptonite bombs around the ship, and that I detonated the one on the shuttle. I have no explanation for this; I . . . even I don't understand why I did it. I was . . . angry. But I thought I had made the bombs non-functional. So I don't know why I even. . . ." He took a deep breath, his eyes closed. "Nevertheless. The fact remains that I created, planted, and detonated the bomb."

Superman took a slow step forward. Brainiac 5 could see how tensely he held himself, how alert his senses. He realized that Superman _expected_ the Legion to turn on Querl.

_And I expect Querl to turn on the Legion,_ he thought. _But then, I have an excellent grasp of the fundamental workings of Querl's mind, whereas Superman has only guesses about the behavior of the Legion._

Quietly, he prepared the virus.

"There has been also a significant amount of contention amongst us as to whether or not there was ever an intruder aboard this ship. I can tell you all now with certainty that there was, and still is."

A murmur ran through the crowd like a ripple.

"Lyle," Querl called, "you can come out now."

At the back of the crowd, there was a whisper, a shimmer in the air, and suddenly a short, mousey boy appeared from nowhere. Sheepishly, he waved at Querl.

"How's it goin'?" he said, as the Legion stared at him in disbelief.

"How did you get aboard?" Cosmic Boy demanded of the intruder. "And who _are_ you?"

"Cosmic Boy, this is Lyle Norg, alias Invisible Kid. It is my belief that he followed me from the Academy of Sciences and has been stowing away on this vessel ever since. Is that accurate?"

Lyle Norg nodded, looking very much as though he would like to be invisible again. "Kara asked me to follow you. She knew she wouldn't be able to get here if . . . anything went wrong, so she sent me. She also knew you wouldn't keep in touch like you said you would."

"And what have you been doing in these months you've been on board?" Querl inquired, although he sounded like he already knew the answer.

"Well," Lyle said, glancing around at the Legion, about half of whom were still looking at him, "it started out I was just keeping an eye on you. Y'know, making sure you were okay. But . . . you _weren't_ okay. It was pretty obvious. I . . . I didn't know what to do. It was like, sometimes you were . . . _you_, and sometimes you were a completely different person. You would get all quiet and . . . glowy."

The virus prepared, Brainiac 5 transferred it to the connector plug in his pinky finger; it would make the final upload that much quicker.

"So, when you were in the engine room, looking at that welded valve, I saw it happening, and all I could think was how much damage it would do if you went all . . . quiet in there. I panicked. So . . . I hit you in the head as hard as I could. I felt terrible about it, but. . . ." His worried face grew stern, and his voice took on an edge of steel. "But you didn't go all quiet and the ship didn't explode. So I'm not sorry."

Querl nodded. "As I anticipated. What else have you done while aboard?"

Lyle shook his head. "Nothing. After that, I just kept my distance and watched."

Brainiac 5 saw the miniscule shift in Querl's face, the microsecond flicker of panic replaced by a quiet calmness. He took a very slow step forward.

"I see." said Querl, every ounce of concern gone from his voice; but he was not relieved. "Yes, as you can see, there was an intruder. However, he is not, and never was, the cause of our troubles."

He surveyed the Legion, and a slow smirk tugged at the corner of his mouth.

_Now,_ Brainiac 5 thought, _it has to be now._

_ No, wait. Let them see what he's done, what he's become. Otherwise it's murder._

"The truth, the absolute truth, is that _I _digitized your fellow Legionnaires. I stored them and wiped the minds of their patrolling partners, knowing that they would return to you all in a panic. _I_ sabotaged Computo, slowly, subtly, knowing that when all else had failed, you would call me here, _beg_ me for my assistance." He smiled, and spread his arms wide. "It's only a pity that Querl has been so much in my way, else this day would have come much sooner. Look at you all, gathered like sheep before me.** I truly, honestly didn't think it would be so easy.**"

In Brainiac 5's lightning-fast mind, it was as though the world had slowed to a crawl. Each microsecond expanded, seeming to last thousands of times longer than it truly did. There was the wavering blue-white glow that blossomed around Querl's outstretched hands, the slow-dawning shock and terror on the faces of the Legionnaires, the disordered hum of sixty superpowers being brought to bear far, far too late to stop the digitization of the Legion.

Brainiac 5 raised his arm; in the underwater time-dilated world, it seemed to be the only thing moving at normal speed. The connector plug fired and crawled through the air. It struck Querl―the thing that had been Querl―in the back of the neck, and time suddenly resumed its normal pace.

Querl screamed, every synthetic muscle seizing uncontrollably as the virus raced through his systems. He crumpled to the floor, twitching and whimpering. Superman was at his side in an instant, but Querl had eyes only for Brainiac 5.

"**Wh-at have you **_**d-done**_** to me?**" he demanded, his voice skipping beats.

"It's a virus I prepared in the eight hours Querl was unconscious." Brainiac 5 replied. He was surprised at how level and calm his voice was, given the horror that was gripping his processors. "I was concerned you would attempt to destroy the Legion, and I could not allow that to happen. I had hoped I would never have to use it, but you have forced my hand."

"_**What have you done?**_" Querl screamed. A convulsion raced through him, leaving him weaker than before.

"It will destroy you." Brainiac 5 said quietly. "It will dissolve your mind and then your body, until there is nothing left but dust. There will be no hope for reconstruction. You will be truly gone."

"**You. . . .**" Querl growled, and then cried out as the virus struck mercilessly at his mind. His expression changed from rage to a sad, quiet smile. "Thank you," he murmured.

Brainiac 5 just nodded. He had expected to feel triumph, perhaps even a touch of regret, but nothing close to this wrenching pain as he watched Querl―watched _himself_―die.

Querl turned his eyes to Superman. "I'm glad you're here, Clarke." he said. "As sorry as I am that you have to see this."

Superman shook his head, gathering the fallen android into his arms. "You're gonna be fine." he insisted. "Everything is gonna be fine."

Shaking his head, Querl sighed. "I didn't think you would lie." Another convulsion, weaker. "Superman, I . . ." his voice dropped to a murmur, his eyes were pleading. "I'm scared."

The Man of Steel pulled Querl to his chest, hugging him tightly. "It's going to be fine, Querl." he said, his voice breaking. "I'm here. Everything is going to be fine."

"Clarke," Querl whispered.

_One minute has elapsed,_ Brainiac 5 thought, _he has thirty seconds left._

"I'm here." Superman replied.

"I always . . . wanted you . . . to stay." He shivered, the remnants of the violent convulsions that were tearing him apart inside. "You made me feel . . . alive."

"Brainy," Superman whispered, hugging him tighter. _Ten seconds,_ Brainiac 5 thought. "Of _course_ I'll stay."

_Querl can't hear him. He's already gone._

Superman cried out; Querl was dissolving in his arms, running through them as he turned to sand. In five seconds, there was nothing left of him but gray dust.

Brainiac 5 turned and walked out of the room. Watching Querl die had been difficult enough; it would have been torture to see Superman cry.

* * *

><p>It was several hours later when Superman found Brainiac 5 again. The android was kneeling at Lightning Lad's bedside, his arms folded on the clean linens, his chin resting on his hands.<p>

"Hey," Superman said, sitting down on Lightning Lad's other side. There was a white blanket covering the body, but it was obvious who was beneath it.

"I tried everything." Brainiac 5 said tiredly. "I had hoped we could rescue him, as we saved Ayla." He shook his head. "The cruiser doesn't have enough power, or an antenna large enough. Besides, too much time has elapsed, and we're too far away. Whatever was left of him will have dispersed by now."

"You tried," Superman reassured him, "that's all that matters."

"I assume we've set course for Winath?"

Superman nodded. "Cosmic Boy thought it was kind of pointless to keep heading for Takron-Galtos, given . . . everything."

"A logical choice." Brainiac 5 said. He saw Superman wince out of the corner of his eye. "I'm sorry. That phrase has obtained new meaning recently, hasn't it."

There was a long pause.

"What is the Legion going to do with me?" he asked eventually.

"_Do _with you?" Superman said. "That's a weird question to ask."

"I don't think so. After all that's happened, can you―any of you―really trust me again?"

"Brainy, you're our teammate. We all swore to protect and trust you. If you want to stay, we'll be glad to have you."

"_If_ I want to stay?" Brainiac 5 said, lifting his head at last. "You make it sound as though I'd want to leave."

"You . . . don't?"

"Of course not. The Legion is my home. My family." He smiled, just a little. "I would _never_ leave."

Some conflicted emotion played across Superman's face. "You . . . did, though." he said at last. "After the whole . . . incident. You decided to leave."

"No," Brainiac 5 corrected gently, "_Querl_ decided to leave." He looked down at Lightning Lad for a moment.

_I wish I could have done more,_ he thought. _And I wish Querl were still alive so I could kill him again for letting this happen._

"Perhaps we should continue this conversation elsewhere?" he suggested.

"Yeah," Superman agreed. The two of them took their leave of the medical bay, walking down the halls of the cruiser without destination. "Brainy? Can I ask you a question?"

"You just did," Brainiac 5 pointed out, "but go ahead."

"Why did Querl say those things to me?" he asked.

Brainiac 5 was quiet for a long time, considering. "He was dying, Superman." he said at last. "He said them because he knew he would never get another chance."

"And . . . were they true?"

"I would assume so, considering he was dying and literally had nothing left to lose."

"No, but . . . are they true for _you_, too?"

_Don't,_ he thought, _don't you dare. Don't say it. He'll go soon, never knowing, and all the happier for it. Don't give him another reason to grieve._

_ He is my friend. He deserves the truth._

Brainiac 5 sighed. "Yes, Superman." he said.

The two of them stopped walking, standing before one of the bay windows of the cruiser. Outside, stars raced past with blurred speed, leaving streaks in the vision. Brainiac 5 looked up at Superman, and Superman looked down at him.

"Do you want me to stay?" Superman asked.

"_Do _I?" Brainiac 5 replied. "Some days I feel like I couldn't survive without you. Please try to understand, Superman, I come from a place where gender is a choice, something you choose like a hobby. As such, the standards of your time, in terms of relationships with others, don't really make sense for Coluans. But I understand that it may be a bit of a shock for you."

Superman raised an eyebrow. "Brainy, this may come as a bit of a shock to _you_, but just because I was raised on a farm in Kansas doesn't mean I'm ignorant."

Brainiac 5 felt like his entire being had just turned to air. He was floating, suspended; something inside him had grown wings. "So you're . . . okay with this?"

The Man of Steel smiled, his diamond-blue eyes sparkling. "I think I knew about 'this' before you did. So I ask again: do you want me to stay?"

He turned to look out the window, thinking hard. "You know, I actually believe you would." he said at last. The blue eyes were waiting for him when he looked back. "But you have your own time to go back to, your own life to live. It would be wrong of me to take that from you. Besides, it could have . . . unpredictable effects on the time-stream. So yes, I want you to stay. I want it more than I have ever wanted anything before in my life. But you have to go, Clarke. You have to go and I have to stay. There's a whole world back then that needs you."

"Querl told me that the time-stream after the founding of the Justice League was incredibly stable." Superman continued. "I could die, and it wouldn't have too much of an effect. What's the difference?"

"Querl was insane," Brainiac 5 pointed out, "and I'm not."

"What if I told you I _wanted_ to stay?"

"I'd call you a fool. Do you want to stay?"

It was Superman's turn to look evasively out the window. He shrugged. "Yeah, I do. But I miss my other friends in the League, and at the Daily Planet, and Ma and Pa. I miss 21st Century Earth, all its weird problems included. Heck, some days I even miss going toe-to-toe with Lex Luthor." He shook his head and sighed. "The Legion is my family, too, but it's not my home. I don't belong here."

"I thought you might say that." Brainiac 5 said. He moved to stand next to Superman, staring out the window at the bleakness of space. "Just . . . promise you'll visit from time to time, all right?"

"I promise." Superman said.

* * *

><p>When the Man of Steel had gone, with excuses of speaking to the other Legionnaires before they reached Winath, Brainiac 5 sat on the bench behind him, chin in hands.<p>

"Come out, Invisible Kid." he said. There was a whisper, a shimmer in the air, and the mousey boy from before appeared on the bench next to him.

"It's _really_ weird to hear you use that name." he said. "I mean, I guess I don't _technically_ know you, but hey, technicalities, right?"

"I don't know you, however." Brainiac 5 told him. "I have no memories of Querl's time outside the Legion."

"You _don't?_" Invisible Kid cried. He was shining, alive, a very different person than the one who had appeared at the back of the crowd of Legionnaires. "Well then! Lyle Norg, alias Invisible Kid, pleasure to meet you!" He stuck out a hand, grinning widely.

Brainiac 5 raised an eyebrow. "Brainiac 5," he said, and shook Lyle's hand. "You are aware that you don't have to . . . supervise me anymore, seeing as I am not Querl."

"I'm not supervising." Lyle retorted. "I'm following you."

Brainiac 5's other eyebrow joined the first. "Is that so?"

Lyle nodded. "Oh yeah. I do it all the time. Well, did it all the time, with Querl, back at the Academy. He never caught on."

"You were good friends, then?"

"Oh, I wouldn't say that." Lyle said, rubbing the back of his head. "But, I liked him. A lot. And, I mean, he's not _really_ dead, because you're here, and you're basically him, right?"

"Basically."

"Only you don't have your evil ancestor yammering away in the back of your head."

"Actually. . . ." Brainiac 5 began. _Stupid! What are you thinking?_ "My ancestor is still there. He speaks up every once in a while. Less often, now."

Lyle's eyes got very wide. They were, Brainiac 5 noticed, a most stunning shade of blue. "But I thought Querl got _rid_ of that?"

"No. I surmise that he discovered he could not remove our ancestor from my programming without completely destroying my mind. So he removed something else instead: fear. All fear I ever had of my ancestor is gone, now." _Why am I telling him this? I don't even __know__ him._ "I can simply ignore his voice and continue with my life."

"Well, I guess that's just as good, right?" Lyle said. "I mean, you're not gonna destroy the world or anything, so, you know, who really cares why not?"

Brainiac 5 regarded the other speculatively. "You are a curious specimen, aren't you." he said.

Lyle grinned. "That's what Querl said the first time we met. See ya!"

With a whisper and shimmer of the air, he vanished.

* * *

><p>There was a knock on Brainiac 5's door.<p>

"Come in!" he called, the words tasting odd; ordinarily, he would have told any intruder to go away, but recently he had been glad of company.

The doors hissed open and Cam edged in, his green eyes wide.

"Hey," he said.

"Hello, Chameleon Boy. Is everything all right?"

"Um, yeah, fine. Uh, can the others come in, too?"

Brainiac 5 looked up from his screens; he had been examining the data logs to pin down exactly what Querl had been up to in the past year. "Of course." he said.

Cam stepped into the room, and Bouncing Boy and Shrinking Violet followed him. The door closed, leaving the four isolated from the hallway. Brainiac 5 swiveled his chair around, steepling his fingers, and looked at them critically.

"All right," he said, "what's this about?"

"Listen," said Bouncing Boy, "the three of us sort of took it upon ourselves to clear Querl's name. And, well, now it looks like we were wrong."

"Really _really_ wrong." Cam cut in.

"So, we want to know what happened. All of what happened."

"So we can make sure it never happens again." Shrinking Violet finished.

Brainiac 5 sighed. "Let me make sure I have this correct." he said. "In the face of _overwhelming_ evidence to the contrary, with nearly the entire Legion dead-set against him, the three of you _still_ tried to protect Querl?"

After a quick shared glance, the three nodded.

"I have never heard such utter _foolishness_ in all my life." he said. "But . . . thank you. Your trust, your friendship, means more to me than you could ever know. And, between the four of us, I wouldn't worry too much about a relapse." The others still looked unsure, so he asked, "Was there anything else?"

"You're not gonna . . . _leave_ again, are you?" Cam asked hesitantly.

Brainiac 5 smiled. "No, Cam. I'm not."

With cries of joy, Bouncing Boy, Violet, and Cam all raced forward and embraced him.

* * *

><p>The time the Legion spent on Winath was short and painful. Saturn Girl volunteered to bring the news of Lightning Lad's death to his parents and siblings; Brainiac 5 did not witness the event, but he gathered there were fewer tears than might have been expected. As Saturn Girl told him later, "They knew his job was dangerous. The truth is, they had been expecting a visit like that ever since Garth <em>joined<em> the Legion."

Brainiac 5 did, however, attend the funeral, which was held the following day. He stood quiet and composed as those around him grieved in their own ways; it wasn't that he was unaffected by Lightning Lad's passing, just that emotion was something that happened deep inside him and rarely found its way to the surface. Still, though, his anger at Querl was making itself known, and his fist clenched as the simple wood-facsimile coffin was lowered into the hastily dug grave. A gentle hand found his shoulder.

"I want you to know," Cosmic Boy said softly, "I don't blame you for this. I can't speak for the rest of the Legion, but I wanted to go ahead and say that this isn't your fault."

"I'm aware of that." Brainiac 5 replied, his eyes still fixed on the grave. "But I appreciate your support, especially given your behavior towards Querl." The hand tightened ever so slightly. "I've been watching the security footage, to catch up on what I missed."

"That's . . . reasonable." Cosmic Boy said, and departed into the black-clad crowd.

Not long afterwards, the Legion was back onboard the cruiser, speeding towards Earth. Headquarters was, of course, still a wreck, and with the digitization problem dealt with no one could see any reason to remain out in space.

"Brainiac 5, do you have a moment?" Cosmic Boy was knocking on his door. He sighed, paused the security footage he was watching, and turned his chair towards the door.

"I have nothing _but_ moments, Cosmic Boy. Come in." The door opened. Cosmic Boy stood in the doorway, but did not enter. "I assume this is a matter of business, given your formal attitude."

"It is. I need to know what happened to the six digitized Legionnaires. Are they recoverable?"

Brainiac 5 thought for a long moment. "If Querl had them stored in his own processors, then no. They would have been destroyed along with him. However. . . ."

Cosmic Boy raised an eyebrow. "However what?"

"However, I _am_ a near-perfect copy of Querl. If he was unaware of the digital Legionnaires stored in his code―and I firmly believe that he was―he would have copied them over along with everything else." He turned back to his computer, subtly dismissing Cosmic Boy. "I'll see what I can do."

Finally, the dark-haired Legionnaire stepped into the room. The door hissed shut behind him. "Seeing what you can do isn't good enough, Brainy." he asserted. "These are our teammates. Our friends. We can't afford to lose them."

"They were _my _teammates and _my_ friends as well, Cosmic Boy." Brainiac 5 replied softly. "But, as you may have noticed, a cybernetic mind with a twelfth-level intellect is not a simple thing. It could take days to find where in my memory banks Querl stored our friends. I'm searching for them, even as we speak, but it will not be a quick search, nor is there any guarantee that the data are even there." He looked hard at Cosmic Boy. "I'll do the best I can, Cosmic Boy. I can't promise any more than that."

After a brief pause, Cosmic Boy nodded. "Thank you, Brainiac 5. Let me know if you find anything."

"I'll let Star Boy, Phantom Girl, Colossal Boy, Matter-Eater Lad, Shadow Lass, and Sun Boy tell you." Brainiac 5 replied.

A ghost of a smile haunted Cosmic Boy's lips for a moment. "That'll work." he said, and left.

* * *

><p>Several days later, the cruiser arrived at Legion headquarters. Superman and Kell-El both volunteered to stay and help rebuild, and their offers were graciously accepted. A day later, Brainiac 5 discovered an unlabeled file in his memory banks that turned out to be the six digitized Legionnaires―they were welcomed back with a party that nearly wrecked headquarters again. With their help, and the help of both Supermen, the building was as good as new in a little under four days.<p>

Gathered on the front steps, the Legion looked up at their renovated tower.

"Now, that wasn't so bad, was it?" Superman said, grinning down at Brainiac 5. The android did not smile back.

_You knew this day would come,_ he thought.

_But did it have to come so soon?_

"Yes, well." he said. "I . . . suppose we should send Kell home. It will confirm, once and for all, if events have changed."

Kell-El snorted. "And if they haven't, I'll come back and make sure they _do._" He ruffled Brainiac 5's hair, perhaps more roughly than was necessary. "Right, buddy?"

"Don't call me 'buddy.'" Brainiac 5 snapped, brushing Kell's hand away. "I have the trans-matter gate. Kell-El and myself will enter, along with, perhaps, one other person?"

"I'll go!" Bouncing Boy volunteered.

Brainiac 5 sighed. He glanced at Superman, who was fighting back a grin.

"Very well," said Brainiac 5, "Bouncing Boy, Kell-El, let's see if the future has gotten any brighter."

He pushed the green button on the rectangular remote, and before them the swirling vortex of time-space cannoned open. Kell-El waved good-bye and stepped through, followed closely by Brainiac 5 and Bouncing Boy.

When the vortex closed, the sight was stunning. White towers, blue skies, green grass; enormous golden statues of the Legion watched patiently over all. Kell stared around in amazement.

"Are you sure you put the co-ordinates in right?" he asked Brainiac 5.

"I checked fifteen times." the android replied, smugly. _Well, Querl, I suppose you managed to do __one__ thing right. Congratulations on a successful rewrite._

"_Whoah!_" cried Bouncing Boy. "This is the 41st century? Cool!"

"We shouldn't linger too long, Bouncing Boy." Brainiac 5 admonished. He turned to Kell-El. "Will you be all right here? It's a very different future from the one you started out in. There may not be any evil to fight."

"I don't need fights to have a purpose." Kell replied. "I'll find something, somewhere. Maybe I can work in a pastry shop, who knows?"

Brainiac 5 raised an eyebrow. "Interesting choice. I . . . suppose this is good-bye, then."

"Suppose it is. Goodbye." With a whoosh and a lingering trail of red, he zoomed off into the sky.

"That was . . . abrupt." Bouncing Boy said.

"I don't think he likes long good-byes." Brainiac 5 returned, smiling to himself. "Let's get back."

* * *

><p>He stalled as long as he could, but finally it was time for Superman to leave.<p>

"Headquarters is all fixed, our enemies are all safe in Takron-Galtos, the 41st century is . . . fixed? I don't know. I guess you guys don't really need me around here anymore."

"I suppose." Brainiac 5 replied. The whole Legion was gathered to wish Superman good-bye, and a sudden onslaught of shyness had left Brainiac 5 completely unable to say what he wanted to.

"And hey, if we _do_ need you, we'll just come get you!" Bouncing Boy said. "Seems to have worked well in the past."

"Yeah, of course." Superman replied, chuckling. He turned his bright blue eyes to Brainiac 5. "And I'll always be happy to hear from you."

"Yes." Brainiac 5 said. "Well."

Before he quite knew what was happening, Superman was hugging him. "I _did_ promise I would visit. I keep my promises." he whispered.

"I know you do," Brainiac 5 whispered back. Superman let him go, and then, of course, everyone wanted a hug from the Man of Steel. It was fifteen minutes before Brainiac 5 could get Superman far enough away from everyone to spirit him away in the time-bubble. Superman waved and grinned until the whole contraption, with him in it, vanished in a spark of white light.

Brainiac 5 stared at the spot for uncounted minutes as the Legion dispersed around him.

"Hey," someone said at last. He turned his head. Lyle Norg was standing next to him, grinning. "Don't look so sad. He's gonna come visit, right? It won't be too long."

Brainiac 5 sighed, looking back to the empty air where Superman had stood. "Unfortunately, it will be." he said. "Historical records indicate that Superman visited the future only three times. This was the third." He stood in silence for a moment. "He isn't coming back."

"I . . . oh." said Lyle. "But . . . why didn't you tell him?"

A sad smile, a shake of the head. He turned and walked out of the room with Lyle close behind. "Because, Lyle," he said, "I wanted to remember him happy."

"I don't think anyone would blame you for that. I wouldn't. Heck, that's half the reason I hang out with you. So I don't have to have my last memories of Querl be him disintegrating."

"I'm not Querl."

"No," Lyle said with a sly smile, "but you'll do."

**THE END**


End file.
